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) July 20, 2005
ACUITY BRANDS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-16583 | 58-2632672 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 1170 Peachtree St., N.E., Suite 2400, Atlanta, GA | 30309 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 404-853-1400
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)) |
Item 5.02. Departure Of Directors Or Principal Officers; Election Of Directors; Appointment Of Principal Officers.
Effective as of July 19, 2005, Edward H. Bastian resigned from his position as Senior Vice President and Chief Financial Officer of Acuity Brands, Inc. (the “Registrant”). Karen J. Holcom, Vice President and Controller of the Registrant, will serve also as the Registrant’s interim chief financial officer effective as of July 19, 2005. Additional information with respect to Ms. Holcom is contained in the Registrant’s definitive Proxy Statement filed with the Securities and Exchange Commission on November 15, 2004 under the section entitled “Management — Executive Officers” and is incorporated into this Item 5.02 by reference. On July 20, 2005, the Registrant issued a press release relating to the matters referenced above. A copy of this press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 9.01. Financial Statements And Exhibits.
(c) Exhibits. The following exhibit is filed herewith:
| Exhibit No. |
Description | |
| 99.1 | Press release, issued by the Registrant on July 20, 2005. |
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.
Date: July 20, 2005
| ACUITY BRANDS, INC. | ||
| By: | /s/ John K. Morgan | |
| John K. Morgan | ||
| President and Chief Development Officer | ||
Exhibit 99.1
 |
News Release | Acuity Brands, Inc. 1170 Peachtree Street, NE Suite 2400 Atlanta, GA 30309
Tel: 404 853 1400 Fax: 404 853 1430
AcuityBrands.com |
Company Contact:
Dan Smith
Acuity Brands, Inc.
(404) 853-1423
Acuity Brands Reports Resignation of Chief Financial Officer
Bastian to Return to Delta Air Lines, Inc.
ATLANTA – July 20, 2005—Acuity Brands, Inc. (NYSE: AYI) announced today that Edward H. Bastian has resigned from his position as Senior Vice President and Chief Financial Officer of Acuity Brands to return to Delta Air Lines, Inc. as Executive Vice President and Chief Financial Officer. Acuity Brands will commence a search for a Chief Financial Officer to succeed Mr. Bastian. Karen J. Holcom, Vice President and Controller, will serve as Interim Chief Financial Officer until a permanent replacement is identified.
Mr. Bastian commented, “While my time with Acuity Brands has been short, it has reinforced the tremendous potential I saw prior to joining the Company. I will miss working with the Company’s leadership and employees, but I am confident Acuity Brands will be successful in accomplishing its goal of becoming a high performance organization. Given my history with Delta, the opportunity to help lead the company in its transformation was simply too appealing to pass up.”
“While I am disappointed about Ed’s decision to leave Acuity Brands,” said Vernon J. Nagel, Chairman and Chief Executive Officer, “I wish him well in his new role at Delta. Ed is a talented financial executive who would have had a positive impact on the bright future of our Company.”
Acuity Brands, Inc., with fiscal year 2004 net sales of over $2.1 billion, is comprised of Acuity Brands Lighting and Acuity Specialty Products. Acuity Brands Lighting is one of the world’s leading providers of lighting fixtures and includes brands such as Lithonia Lighting(R), Holophane(R), Peerless(R), Hydrel(R), American Electric Lighting(R), and Gotham(R). Acuity Specialty Products is a leading provider of specialty chemicals and includes brands such as Zep(R), Zep Commercial(TM), Enforcer(R), and Selig(TM). Headquartered in Atlanta, Georgia, Acuity Brands employs approximately 10,000 people and has operations throughout North America and in Europe and Asia.