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): March 9, 2011
SYNERGETICS USA, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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001-10382
(Commission
File Number)
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20-5715943
(I.R.S. Employer
Identification No.) |
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3845 Corporate Centre Drive
OFallon, Missouri
(Address of principal executive offices)
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63368
(Zip Code) |
(636) 939-5100
(Registrants 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:
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Written communications pursuant to Rule 425 under the Securities Act.
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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Item 2.02. |
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Results of Operations and Financial Condition. |
On March 9, 2011, Synergetics USA, Inc. (the Company) issued a press release announcing its
financial results for the second fiscal quarter ended January 31, 2011. A copy of this press
release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information
contained in the website is not a part of this Current Report on Form 8-K.
Non-GAAP Financial Measures
The Company measures its performance primarily through its operating profit. In addition to
the Companys consolidated financial statements presented in accordance with GAAP, management uses
certain non-GAAP financial measures, including loss from product line sale, net loss from product
line sale, net income from operations (exclusive of one-time changes), loss per share from product
line sale, and earnings per share from operations. The Company provides a definition of the
components of these measurements and a reconciliation to the most directly comparable GAAP
financial measure.
These non-GAAP financial measures are presented to enhance an understanding of the Companys
operating results and are not intended to represent cash flow or results of operations. Management
believes that these non-GAAP financial measures may provide additional meaningful comparisons
between current results and results in prior operating periods. Management believes that excluding
the loss from product line sale provides a more relevant measure of the Companys present business.
By excluding this loss, the Company believes management and investors are better able to compare
operating results of the Companys existing business over multiple periods. Management believes
these metrics are beneficial to investors, potential investors and other key stakeholders who use
these measures in their evaluation of the Companys performance.
These non-GAAP financial measures have certain material limitations primarily due to the
exclusion of certain amounts that are material to the Companys results of operations. Due to
these limitations, these non-GAAP financial measures should be utilized in conjunction with other
information contained in the Companys consolidated financial statements prepared in accordance
with GAAP.
The information under this Item 2.02, including Exhibit 99.1, is being furnished and shall not
be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), or otherwise subject to the liabilities of such section, nor shall
such information be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such filing.
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Item 9.01. |
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Financial Statements and Exhibits. |
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Exhibit No. |
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Description of Exhibit |
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99.1 |
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Press release of Synergetics USA, Inc., dated March 9, 2011 |