-----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, Vo6PzeuEha1v4Pa0jTV8Gdeg0LvxcPoDv6RuFdOpDbNSCTnHYAapIRlTZbU1GY7j GmI8VHsE7a0YkeKY9gSDxA== 0001275287-06-006235.txt : 20061127 0001275287-06-006235.hdr.sgml : 20061127 20061127151838 ACCESSION NUMBER: 0001275287-06-006235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061121 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061127 DATE AS OF CHANGE: 20061127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAKER MICHAEL CORP CENTRAL INDEX KEY: 0000009263 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 250927646 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06627 FILM NUMBER: 061239335 BUSINESS ADDRESS: STREET 1: AIRPORT OFFICE PARK BLDG 3 STREET 2: 420 ROUSER RD CITY: CORAOPOLIS STATE: PA ZIP: 15108 BUSINESS PHONE: 4122696300 MAIL ADDRESS: STREET 1: P O BOX 12259 CITY: PITTSBURGH STATE: PA ZIP: 15231-0259 FORMER COMPANY: FORMER CONFORMED NAME: EUTHENICS SYSTEMS CORP DATE OF NAME CHANGE: 19750527 FORMER COMPANY: FORMER CONFORMED NAME: BAKER MICHAEL JR INC DATE OF NAME CHANGE: 19720526 8-K 1 mb8081.txt 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) November 21, 2006 MICHAEL BAKER CORPORATION ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Pennsylvania ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-6627 25-0927646 ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 100 Airside Drive Moon Township, Pennsylvania 15108 - ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (412) 269-6300 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) ------------------------------------------------------------- (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)) ================================================================================ SECTION 8 - OTHER EVENTS ITEM 8.01 On November 21, 2006, Michael Baker Corporation (the "Company") (Amex:BKR) announced that it has completed the determination of the financial accounting treatment related to the receipt of a letter from a state Department of Revenue advising that the Company's November 2006 payment of sales and use taxes and related interest totaling approximately $121,000 satisfies the terms of that state's voluntary disclosure program and that no further taxes are due for the period January 1, 2002 through August 31, 2006. Accordingly, the Company has determined that it will reverse an amount of $4.7 million, which represents the net of the amount accrued as a liability for potential sales and use taxes and related interest less the payment referenced above, for the time period above. That reversal, and its expected effect on the Company's effective tax rate, which will be included in the Company's fourth quarter 2006 financial results, equates to approximately $0.30 to $0.33 of earnings per diluted common share. A copy of the press release making this announcement is attached to this report as Exhibit 99.1 and incorporated herein by reference. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 (d) Exhibits. The following exhibit is furnished with this report on Form 8-K: Exhibit No. Description - ----------- -------------------------------------- 99.1 Press release dated November 21, 2006. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MICHAEL BAKER CORPORATION By: /s/ William P. Mooney ---------------------------- Executive Vice President and Chief Financial Officer Date: November 27, 2006 EXHIBIT INDEX Number Description Method of Filing - ------ -------------------------------------- ---------------- 99.1 Press release dated November 21, 2006. Filed herewith. EX-99.1 2 mb8081ex991.txt EXHIBIT 99.1 Exhibit 99.1 BAKER DETERMINES FINANCIAL ACCOUNTING TREATMENT RELATED TO STATE SALES AND USE TAX ISSUE PITTSBURGH (11/21/06) - Michael Baker Corporation (the "Company") (Amex:BKR) said today that it has completed the determination of the financial accounting treatment related to the receipt of a letter from a state Department of Revenue advising that the Company's November 2006 payment of sales and use taxes and related interest totaling approximately $121,000 satisfies the terms of that state's voluntary disclosure program and that no further taxes are due for the period January 1, 2002 through August 31, 2006. Accordingly, the Company has determined that it will reverse an amount of $4.7 million, which represents the net of the amount accrued as a liability for potential sales and use taxes and related interest less the payment referenced above, for the time period above. That reversal, and its expected effect on the Company's effective tax rate, which will be included in the Company's fourth quarter 2006 financial results, equates to approximately $0.30 to $0.33 of earnings per diluted common share. Michael Baker Corporation (http://www.mbakercorp.com) provides engineering and operations and maintenance services for its clients' most complex challenges worldwide. The firm's primary practice areas are aviation, environmental, facilities, geospatial information technologies, pipelines and telecommunications, transportation, water/wastewater, and oil & gas. With more than 5,000 employees in over 40 offices across the United States and internationally, Baker is focused on providing services that span the complete life cycle of infrastructure and managed asset projects. # # # # CONTACT: David Higie E-MAIL: dhigie@mbakercorp.com -----END PRIVACY-ENHANCED MESSAGE-----