-----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, M/Mb8I8ebdVUNNafkj9lv4Dy6fdhqxvTvpDBjdNAFJTEKlR3v2TaaFVZrzVDWhcK cZ+rq7fElfLXdNMBqKqpWQ== 0001144204-08-053697.txt : 20080919 0001144204-08-053697.hdr.sgml : 20080919 20080919163459 ACCESSION NUMBER: 0001144204-08-053697 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080918 ITEM INFORMATION: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review FILED AS OF DATE: 20080919 DATE AS OF CHANGE: 20080919 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Point.360 CENTRAL INDEX KEY: 0001398797 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ALLIED TO MOTION PICTURE PRODUCTION [7819] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33468 FILM NUMBER: 081080733 BUSINESS ADDRESS: STREET 1: 2777 NORTH ONATRIO STREET CITY: BURBANK STATE: CA ZIP: 91504 BUSINESS PHONE: 818-565-1400 MAIL ADDRESS: STREET 1: 2777 NORTH ONATRIO STREET CITY: BURBANK STATE: CA ZIP: 91504 FORMER COMPANY: FORMER CONFORMED NAME: New 360 DATE OF NAME CHANGE: 20070507 8-K 1 v126862_8k.htm
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): September 18, 2008
 


 
Point.360
  
 
(Exact name of registrant as specified in its charter)
  

 
 
 
 
 
California
 
0-21917
  
01-0893376
(State or other jurisdiction
 
(Commission
 
(I.R.S. Employer
of incorporation)
 
File Number)
 
Identification No.)
         
2777 North Ontario Street
Burbank, California
      
 
91504
(Address of principal executive offices)
      
(Zip Code)

     
Registrant’s telephone number, including area code:
(818) 565-1400
  

 
N/A
  
 
(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:
 
[_]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[_]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[_]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
 
Item 4.02. NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW.
 
On September 18, 2008, the Board of Directors and Audit Committee of Point.360 (the “Company”) decided to restate the consolidated balance sheets and consolidated statements of invested and shareholders’ equity to properly state deferred tax assets and invested equity. The restatement will not affect the Company’s consolidated statements of income (loss) or consolidated statements of cash flows.
 
The restatement involves restating the Company’s consolidated balance sheets and consolidated statements of invested and shareholders’ equity as of and for the years ended December 31, 2005 and 2006, the six months ended June 30, 2007, and three, six and nine month periods ended September 30, 2007, December 31, 2007 and March 31, 2008. Specifically, when the Company was spun off from its predecessor, Old Point.360, on August 14, 2007, there was an error in the allocation of deferred tax attributes associated with the assets contributed by Old Point.360 to the Company. The result of the error was to overstate the Company’s historical deferred tax liability and understate the invested equity in the Company by $3,448,000.
 
As a result of the foregoing, the Company intends to reflect the restated balances in its historic consolidated balance sheets and consolidated statements of invested and shareholders’ equity in its Form 10-K to be filed for the fiscal year ended June 30, 2008.
 
Our Audit Committee discussed the restatement shown above with Singer Lewak, LLP, our independent registered public accounting firm.
 
The effects of the restatements will be as follows (amounts in thousands):
 
 
Deferred Income Tax Liability
Parent Company’s Invested Equity
As of:
As Previously Reported
Restated
As Previously Reported
Restated
December 31, 2004
    
$ 17,093
$ 20,541
December 31, 2005
    
  16,309
  19,757
December 31, 2006
$ 4,278
$    830
  13,976
  17,424
June 30, 2007
   4,216
      768
  20,587
  24,035
         
     
Common Stock
     
As Previously Reported
Restated
September 30, 2007
$ 4,632
$ 1,184
$ 17,632
$ 21,080
December 31, 2007
   4,107
      659
  17,632
   21,080
March 31, 2008
  4,226
      778
  17,632
   21,080
         
     
Total Shareholders’ Equity
     
As Previously Reported
Restated
September 30, 2007
    
$ 26,407
$ 29,855
December 31, 2007
    
  26,533
    29,981
March 31, 2008
    
  26,710
   30,158

 
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SIGNATURE
 
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.
 
 
 
 
 
 
 
 
Point.360
 
 
 
 
 
September 18, 2008
 
By:
 
/s/ Alan R. Steel
 
 
 
 
Name: Alan R. Steel
 
 
 
 
Title:   Executive Vice President
       
Finance and Administration
       
Chief Financial Officer

 
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