-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CYejbYXcicqlG5IlMJLW1XFWbuDOoasn/K2lRaXtBGH3Mm79OF+9kmGjvT2IC32q u4Ff5/gjvGYA+kH8GRCXKw== 0000950152-05-000492.txt : 20050126 0000950152-05-000492.hdr.sgml : 20050126 20050126115438 ACCESSION NUMBER: 0000950152-05-000492 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050125 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20050126 DATE AS OF CHANGE: 20050126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STONERIDGE INC CENTRAL INDEX KEY: 0001043337 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 341598949 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13337 FILM NUMBER: 05549075 BUSINESS ADDRESS: STREET 1: 9400 EAST MARKET ST CITY: WARREN STATE: OH ZIP: 44484 BUSINESS PHONE: 3308562443 MAIL ADDRESS: STREET 1: 9400 EAST MARKET ST CITY: WARREN STATE: OH ZIP: 44484 8-K 1 l11630ae8vk.htm STONERIDGE, INC. Stoneridge, Inc.
 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 25, 2005

     
Stoneridge, Inc.
 
(Exact name of registrant as specified in its charter)
         
Ohio   0-13337   34-15989-49
 
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
9400 East Market Street
Warren, Ohio
  44484
     
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (330) 856-2443

     
 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 


 

ITEM 2.02 Results of Operations and Financial Condition.

On January 25, 2005, Stoneridge, Inc. issued a press release reaffirming fourth quarter 2004 earnings guidance and announcing the delay of its earnings release and fourth quarter conference call. A copy of the press release is attached hereto as Exhibit 99.1. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

       
    Stoneridge, Inc.
 
Date: January 26, 2005   /s/ Joseph M. Mallak
Joseph M. Mallak, Vice President and Chief
Financial Officer (Principal Financial and
Accounting Officer)
 

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Exhibit Index

99.1 Press release dated January 25, 2005, reaffirming fourth quarter 2004 earnings guidance and announcing delay of its earnings release and conference call.

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EX-99.1 2 l11630aexv99w1.htm EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Press Release
 

Exhibit 99.1

FOR IMMEDIATE RELEASE

STONERIDGE REAFFIRMS FOURTH-QUARTER GUIDANCE;
EARNINGS RELEASE DELAYED

— Earnings are expected to meet previously announced guidance excluding non-cash items —

WARREN, Ohio – January 25, 2005 – Stoneridge, Inc. (NYSE: SRI) announced today that its fourth-quarter 2004 net income is expected to be within the Company’s previously announced range of $0.12 to $0.22 per diluted share, excluding the impact of certain non-cash items including the pre-tax charge of $175.0 to $195.0 million for the impairment of goodwill, which was previously announced on January 5, 2005. Including the goodwill impairment charge, the Company will report a loss for the fourth quarter and full year 2004. Fourth-quarter sales were approximately $163 million compared with $151.2 million for the fourth quarter of 2003.

The Company has rescheduled its fourth-quarter earnings conference call to February 8, 2005 at 11 a.m. EST. The Company will issue a separate release in the near future with call-in information for the conference call. The delay results from the Company’s need for additional time to finalize the goodwill impairment charge and related matters.

About Stoneridge, Inc.
Stoneridge, Inc., headquartered in Warren, Ohio, is a leading independent designer and manufacturer of highly engineered electrical and electronic components, modules and systems principally for the automotive, medium- and heavy-duty truck, agricultural and off-road vehicle markets. Sales in 2004 were approximately $682 million. Additional information about Stoneridge can be found at www.stoneridge.com.

Forward-Looking Statements
Statements in this release that are not historical fact are forward-looking statements, which involve risks and uncertainties that could cause actual events or results to differ materially from those expressed or implied in this release. Factors that may cause actual results to differ materially from those in the forward-looking statements include, among other factors, the loss of a major customer, a decline in automotive, medium- and heavy-duty truck or agricultural vehicle production, the failure to achieve successful integration of any acquired company or business, labor disputes involving the Company or its significant customers, risks associated with conducting business in foreign countries, or a decline in general economic conditions. In addition, this release contains time-sensitive information that reflects management’s best analysis only as of the date of this release. Stoneridge does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release. Further information concerning issues that could materially affect financial performance related to forward-looking statements contained in this release can be found in Stoneridge’s periodic filings with the Securities and Exchange Commission.

For more information, contact:

Joseph M. Mallak
Vice President and CFO
330/856-2443

 

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