Current Report Filing (8-k)
April 04 2018 - 4:02PM
Edgar (US Regulatory)
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)
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April
4, 2018
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RESOURCES CONNECTION, INC.
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Delaware
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0-32113
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33-0832424
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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17101 Armstrong Avenue, Irvine, California
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92614
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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(714) 430-6400
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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:
⃞
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))
Indicate by
check mark whether the registrant is an emerging growth company as
defined in as defined in Rule 405 of the Securities Act of 1933 (§
230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§ 240.12b-2 of this chapter).
Emerging growth company
⃞
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act.
⃞
Item 2.02 Results of Operations and Financial Condition.
___________________________________________________________________________
On April 4, 2018, Resources Connection, Inc. (“Resources” or “the
Company”) issued a press release announcing its financial results for
the quarterly period ended February 24, 2018. A copy of the press
release is attached hereto as Exhibit 99.1.
Within the attached press release, the Company makes reference to
certain non-generally accepted accounting principles (“non-GAAP”)
financial measures, including consolidated EBITDA, Adjusted EBITDA and
Adjusted EBITDA Margin. The Company believes these non-GAAP measures are
useful to our investors because they are financial measures used by
management to assess the core performance of our Company. Accordingly,
where these non-GAAP measures are provided, it is done so investors have
the same financial data that management uses with the belief such
information will assist the investment community in assessing the
underlying performance of the Company on a year-over-year and sequential
basis. Whenever such information is presented, the Company has complied
with the provisions of the rules under Regulation G and Item 2.02 of
Form 8-K. In addition to the reasons described above, specific reasons
the Company’s management believes the presentation of certain non-GAAP
financial measures provides useful information to investors regarding
the Company’s financial condition, results of operations and cash flows
are as follows:
The non-GAAP measures presented in the attached press release are not in
accordance with, or an alternative for, GAAP and may be different from
non-GAAP measures used by other companies. In addition, these non-GAAP
measures are not based on any comprehensive set of accounting rules or
principles. The Company believes non-GAAP measures have limitations in
that they do not reflect all of the amounts associated with the
Company’s results of operations as determined in accordance with GAAP
and these measures should only be used to evaluate the Company’s results
of operations in conjunction with the corresponding GAAP measures.
For its internal budgeting process, the Company’s management uses
financial statements that include Consolidated EBITDA, Adjusted EBITDA
and EBITDA Margin. The Company’s management also uses the foregoing
non-GAAP measures, in addition to other GAAP measures, in reviewing the
financial results of the Company.
The information in Item 2.02 of this current report on Form 8-K, as well
as Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, and shall
not be incorporated by reference into any registration statement or
other document pursuant to the Securities Act of 1933, as amended.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit No.
Description
Exhibit 99.1 Press Release issued April 4, 2018
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.
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RESOURCES CONNECTION, INC.
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Date: April 4, 2018
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By: /s/ Kate W. Duchene
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Kate W. Duchene
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President and Chief Executive Officer
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