-----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, SNjTolenmETm0Utj9aX44AEWiBTRCVJiKPuhugs5/GPaKhB+fACNM6u08tkTLSYZ bg///uaYlaCjP21K5EmHfw== 0001193125-07-059499.txt : 20070320 0001193125-07-059499.hdr.sgml : 20070320 20070320171614 ACCESSION NUMBER: 0001193125-07-059499 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070319 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070320 DATE AS OF CHANGE: 20070320 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLOW INTERNATIONAL CORP CENTRAL INDEX KEY: 0000713002 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569] IRS NUMBER: 911104842 STATE OF INCORPORATION: WA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12448 FILM NUMBER: 07707195 BUSINESS ADDRESS: STREET 1: 23500 64TH AVE S STREET 2: P O BOX 97040 CITY: KENT STATE: WA ZIP: 98032 BUSINESS PHONE: 2538503500 MAIL ADDRESS: STREET 1: 23500 64TH AVENUE SOUTH CITY: KENT STATE: WA ZIP: 98032 FORMER COMPANY: FORMER CONFORMED NAME: FLOW SYSTEMS INC DATE OF NAME CHANGE: 19890320 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 19, 2007

 


FLOW INTERNATIONAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 


Washington

(State or Other Jurisdiction of Incorporation)

 

0-12448   91-1104842
(Commission File Number)   (IRS Employer Identification No.)

 

23500 64th Avenue South, Kent, Washington   98032
(Address of Principal Executive Offices)   (Zip Code)

(253) 850-3500

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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):

 

¨ 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 8.01 Other Events

On March 19, 2007 Flow International Corporation (the “Company”) announced that it would delay releasing its results for the nine months ended January 31, 2007. A copy of the press release is attached as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1. Press release dated March 19, 2007


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.

 

  FLOW INTERNATIONAL CORPORATION
 

(Registrant)

Date: March 20, 2007   By:  

/s/ John S. Leness

    John S. Leness
    General Counsel and Secretary
EX-99.1 2 dex991.htm PRESS RELEASE Press release

Exhibit 99.1

 

Contact:  

Flow Investor Relations

253-813-3286

FLOW INTERNATIONAL DELAYS THIRD FISCAL

QUARTER 2007 RESULTS

KENT, Wash., March 19, 2007 – Flow International Corporation (Nasdaq: FLOW), the world’s leading developer and manufacturer of industrial waterjet machines used for cutting and cleaning applications around the world, will delay releasing the results for its third fiscal 2007 quarter ended January 31, 2007. As previously disclosed, Flow’s internal audit department discovered irregularities in bank accounts and customer receivables during a scheduled internal audit of its Korean operation, and the Company cannot file its Form 10-Q for the January quarter until that work is complete. Flow intends to complete the investigation, file its Form 10-Q and schedule a conference call to discuss results of the quarter as soon as possible. Until the Form 10-Q is filed, Flow will not be in compliance with NASDAQ’s listing criteria.

Flow does not anticipate any material financial impact as a result of the internal audit work at its Korean subsidiary, which is located in Inchon with six employees, who sell and service waterjet cutting machines and industrial cleaning devices directly and through distribution. Revenue from the unit, which is financially consolidated into the Flow Asia Waterjet segment, was less than one percent (1%) of total company revenue in fiscal 2006. The amounts thus far identified in the investigation are not considered material to the Company’s financial performance. The company maintains insurance against such losses.

During the course of a regularly scheduled internal audit by Flow’s Internal Audit Department of its Korean sales and service operation, the Company discovered irregularities in its accounts receivable and banking records. As a result, the Company immediately began an investigation into those irregularities to determine the financial impact to the Company, as well as any potential impacts on related parties, such as customers or suppliers. Facts uncovered during the investigation lead the Company to believe that a single local Korean employee may have stolen monies from the Company by converting customer payments through a banking scheme. The employee has confessed to the fraud and has been placed on administrative leave. She is cooperating with the continuing investigation.


About Flow International

Flow International Corporation is the world’s leading developer and manufacturer of ultrahigh-pressure waterjet cutting technology to industries including automotive, aerospace, job shop, surface preparation, and more. For more information, visit http://www.flowcorp.com.

This press release contains forward-looking statements relating to future events or future financial performance that involve risks and uncertainties. The words “believe,” “expect,” “intend,” “anticipate,” variations of such words and similar expressions identify forward-looking statements but their absence does not mean that the statement is not forward-looking. These statements include the Company’s belief that there will not be any material impact from the investigation. These statements are only predictions and actual results could differ materially from those anticipated in these statements based on a number of risk factors, including those set forth in the April 30, 2006 Flow International Corporation Form 10-K/A Report filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date of this announcement.

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