8-K 1 mag-20128k0613.htm MAGNETEK, INC. 8-K MAG-2012 8K 0613
 
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):  June 13, 2012
 
 
MAGNETEK, INC.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
 
1-10233
 
95-3917584
(State or Other Jurisdiction
of Incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
 
N49 W13650 Campbell Drive
 
 
Menomonee Falls, WI
 
53051
(Address of Principal Executive Offices)
 
(Zip Code)
 
(262) 783-3500
(Registrant's telephone number, including area code)
 
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 (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 7.01 - Regulation FD Disclosure.


Magnetek, Inc. (the “Company”) announced that its chief executive officer, Peter McCormick, will make a presentation to investors and analysts at the Sidoti & Company, LLC Semiannual Micro-Cap Conference being held at the Grand Hyatt Hotel in New York City. The presentation is scheduled to take place on Thursday, June 14, 2012, at 8:00 a.m. EDT.  The presentation will be accompanied by a slide presentation.  Certain of these slides contain financial information relative to the Company's past performance and estimated performance for the remainder of the fiscal year ending December 30, 2012.  Webcasting is not available at the conference. The slide presentation is available at the Company's web site www.magnetek.com in the “Investors Relations” section.
 
The Company's chief executive officer and chief financial officer, Marty Schwenner, will also make financial presentations and provide the slide presentation to several investors and analysts during one-on-one meetings accompanying the Sidoti Micro-Cap Conference.  The information in this Form 8-K report shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1034 (the “Exchange Act”) or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by special reference in such filing.
 
The Company may, in the course of its financial presentations, earnings releases, earnings conference calls, and otherwise, publicly disclose certain numerical measures which are or may be considered "non-GAAP financial measures” under SEC Regulation G.  "GAAP" refers to generally accepted accounting principles in the United States.  Non-GAAP financial measures disclosed by management are provided as additional information to investors in order to provide them with an alternative method for assessing the Company's financial condition and operating results.  These measures are not in accordance with, or a substitute for, GAAP, and may be different from or inconsistent with non-GAAP financial measures used by other companies.  The Company's presentation includes non-GAAP measures such as EBITDA and adjusted EBITDA.  EBITDA represents its GAAP results adjusted to exclude interest, taxes, depreciation and amortization.  Adjusted EBITDA represents EBITDA adjusted to exclude non-cash pension and stock compensation expenses.

A copy of the slide presentation is furnished as Exhibit 99.1



Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number
Description
99.1
Magnetek, Inc. Investor Presentation


            








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.
Dated: June 13, 2012

 
MAGNETEK, INC.
 
 
 
 
 
/s/ Marty J. Schwenner
 
By:
Marty J. Schwenner
 
 
Vice President and Chief Financial Officer








EXHIBIT INDEX


Exhibit
Number
Description
99.1
Magnetek, Inc. Investor Presentation