-----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, EYacLffSOiGTUT/GNqZjh0ITPaKHaRXQsIYLPzKKbHziTs+6/vXPOU+yw8w98Os0 +7ebdKB7efHXATOgJbjaig== 0001068800-05-000655.txt : 20051101 0001068800-05-000655.hdr.sgml : 20051101 20051101171650 ACCESSION NUMBER: 0001068800-05-000655 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051026 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051101 DATE AS OF CHANGE: 20051101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GARDNER DENVER INC CENTRAL INDEX KEY: 0000916459 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 760419383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13215 FILM NUMBER: 051170729 BUSINESS ADDRESS: STREET 1: 1800 GARDNER EXPRESSWAY STREET 2: P O BOX 528 CITY: QUINCY STATE: IL ZIP: 62301 BUSINESS PHONE: 2172225400 MAIL ADDRESS: STREET 1: 1800 GARDNER EXPRESSWAY STREET 2: P O BOX 528 CITY: QUINCY STATE: IL ZIP: 62301 FORMER COMPANY: FORMER CONFORMED NAME: GARDNER DENVER MACHINERY INC DATE OF NAME CHANGE: 19931221 8-K/A 1 gard8ka.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) October 26, 2005 Gardner Denver, Inc. ------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Delaware 1-13215 76-0419383 ---------------------- ------------------- ---------------------- (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 1800 Gardner Expressway 62305 Quincy, Illinois ------------------ ------------------------------------------------- (Zip Code) (Address of Principal Executive Offices) (217) 222-5400 ------------------------------------------ (Registrant's Telephone Number, Including Area Code) 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)) EXPLANATORY NOTE This amended Current Report on Form 8-K is being furnished to correct certain previously announced results for the three and nine months ended September 30, 2005, as described below. ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On October 26, 2005, Gardner Denver, Inc. (the "Company") issued a press release announcing the Company's results for the three and nine months ended September 30, 2005 and guidance for diluted earnings per share for the three months ending December 31, 2005, as well as updated guidance for the fiscal years ending December 31, 2005 and December 31, 2006 (the "Press Release"). A copy of the Press Release is furnished with this report as Exhibit 99.1 to this Form 8-K and incorporated by reference herein. The Press Release states that: "Organic revenue growth (excluding the incremental effect of the Thomas Industries, Nash Elmo and Bottarini acquisitions and the effect of changes in foreign currency rates) was approximately 32% for the third quarter, compared to the same three-month period of the previous year." The percentage growth included in the above statement is not accurate. The correct description of the organic revenue growth for the three and nine months ended September 30, 2005 is as follows: Organic revenue growth (excluding the incremental effect of the Thomas Industries, Nash Elmo and Bottarini acquisitions and the effect of changes in foreign currency rates) was approximately 17% for the third quarter, compared to the same three-month period of the previous year. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Gardner Denver, Inc. Press Release dated October 26, 2005 (incorporated by reference from Exhibit 99.1 to the Company's Current Report on Form 8-K filed on October 26, 2005) - 2 - 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 thereunto duly authorized. GARDNER DENVER, INC. Date: November 1, 2005 By: /s/ Tracy D. Pagliara ---------------------------------------- Tracy D. Pagliara Vice President, Administration, General Counsel and Secretary - 3 - EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ---------------------------------------------- 99.1 Gardner Denver, Inc. Press Release dated October 26, 2005 (incorporated by reference from Exhibit 99.1 to the Company's Current Report on Form 8-K filed on October 26, 2005) - 4 - -----END PRIVACY-ENHANCED MESSAGE-----