e8vk
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 8, 2010
ACUITY BRANDS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-16583
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58-2632672 |
(State or other jurisdiction of
Company or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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1170 Peachtree St., N.E., Suite 2400, Atlanta, GA
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30309 |
(Address of principal executive offices)
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(Zip Code) |
Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01. Other Events.
On July 8, 2010, Acuity Brands, Inc. (the Company) announced that the Board of Directors of
the Company has authorized the repurchase of an additional 2,000,000 shares, or almost 5%, of the
Companys outstanding common stock. The Company also continues to have the authorization to buy
back the remaining 512,300 shares of outstanding stock under a previously announced stock
repurchase program. The Company expects to acquire shares primarily through open market
transactions, subject to market conditions and other factors, and may enter into Rule 10b5-1 plans
to facilitate open market repurchases. A copy of the press release announcing the additional stock
repurchase program is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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Press Release dated July 8, 2010. |
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 9, 2010
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ACUITY BRANDS, INC.
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By: |
/s/ Richard K. Reece
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Richard K. Reece |
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Executive Vice President and Chief Financial Officer |
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EXHIBIT INDEX
99.1 |
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Press Release dated July 8, 2010. |
exv99w1
Exhibit 99.1
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News Release
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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 Announces Additional Stock Repurchase Program
ATLANTA, July 8, 2010 (BUSINESS WIRE) Acuity Brands, Inc. (NYSE: AYI) (Company) today
announced that the Board of Directors of Acuity Brands authorized the repurchase of an additional
2,000,000 shares, or almost 5%, of the Companys outstanding common stock. Also, the Company has
authorization to buy back the remaining 512,300 shares of outstanding common stock under its
previously announced repurchase program.
Under the share repurchase programs, the Company expects to acquire shares primarily through open
market transactions, subject to market conditions and other factors. The Company may enter into
Rule 10b5-1 plans to facilitate open market repurchases under the programs. A Rule 10b5-1 plan
would generally permit the Company to repurchase shares at times when it might otherwise be
prevented from doing so under certain securities laws provided the plan is adopted when the Company
is not in possession of material non-public information. Shares repurchased under the programs may
be retired or used for general corporate purposes, which may include the Companys share-based
compensation and employee benefit plans.
Mr. Nagel commented, The Boards approval of this additional share repurchase program is a
reflection of our confidence in the Companys future and its ability to continue to generate strong
cash flow from operations. We believe that the repurchase program supports Acuity Brands
objective to maximize long-term stockholder value, while continuing to fund investments to
better serve our customers, to grow our businesses, and to improve our operating and financial
performance.
About Acuity Brands
Acuity Brands, Inc., the parent company of Acuity Brands Lighting, Inc. and other subsidiaries, is
one of the worlds leading providers of lighting fixtures and related products and services with
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News Release
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fiscal year 2009 net sales of over $1.6 billion. The Companys brands include Lithonia Lighting®,
Holophane®, Peerless®, Mark Architectural Lighting, Hydrel®, American Electric Lighting®, Gotham®,
Carandini®, RELOC®, MetalOptics®, Antique Street Lamps, Tersen, Synergy® Lighting Controls,
Sensor Switch® , Lighting Control & Design, and ROAM®. Headquartered in Atlanta, Georgia, Acuity
Brands employs approximately 6,000 associates and has operations throughout North America and in
Europe and Asia.
Forward Looking Information
This release contains forward-looking statements, within the meaning of the Private Securities
Litigation Reform Act of 1995. Statements that may be considered forward-looking include statements
incorporating terms such as expects, believes, intends, estimates, forecasts, and similar
terms that relate to future events, performance, or results of the Company and specifically include
statements made in this press release regarding the Companys ability to continue to generate
strong cash flows from operations. Forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially from the historical experience
of Acuity Brands and managements present expectations or projections. Management believes these
forward-looking statements are reasonable; however, undue reliance should not be placed on any
forward-looking statements, which are based on current expectations. Further, forward-looking
statements speak only as of the date they are made, and management undertakes no obligation to
update publicly any of them in light of new information or future events.