Attached files
file | filename |
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EX-23.1 - EX-23.1 - UniTek Global Services, Inc. | v193568_ex23-1.htm |
EX-99.1 - EX-99.1 - UniTek Global Services, Inc. | v193568_ex99-1.htm |
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): August 12, 2010
UniTek
Global Services, Inc.
(Exact
Name of Registrant as Specified in Charter)
Delaware
(State
or Other Jurisdiction
of
Incorporation)
|
000-28579
(Commission
File Number)
|
75-2233445
(IRS
Employer Identification No.)
|
|
1777
Sentry Parkway West, Blue Bell, PA
(Address
of Principal Executive Offices)
|
19422
(Zip
Code)
|
Registrant’s
telephone number, including area code: (267) 464-1700
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 (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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
¨
|
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
4.02
|
Non-Reliance
on Previously Issued Financial Statements or a Related Audit Report or
Completed Interim Review
|
Note: The
financial statements filed as exhibits to this Form 8-K are being filed to
correct a mathematical error in the Consolidated Statements of Cash Flows of
UniTek Holdings, Inc. (“Holdings”), as filed with the Form 8-K/A of UniTek
Global Services, Inc. (the “Registrant”) filed on April 12,
2010. The
mathematical error did not impact any of the other
financial statement information.
On August 12, 2010, management and the
Audit Committee of the Registrant concluded that because of an error in
Holdings’ Consolidated Statements of Cash Flows for the years ended December 31,
2008 and 2009, Holdings’ financial statements for those years should be restated
in the form attached hereto as Exhibit 99.1, to correct the Consolidated
Statements of Cash Flows for those years.
The Registrant has adjusted Holdings’
previously issued Consolidated Statements of Cash Flows for a mathematical error
within cash provided from operations on the Consolidated Statements of Cash
Flows. The error relates solely from the characterization of
discontinued operations amounts as loss rather than income. The
adjustment affected the reported amounts of cash provided by continuing
operations and cash provided by discontinued operations, but had no effect on
net cash provided by operating activities.
Officers of the Registrant have
discussed the matters disclosed above with Ernst & Young LLP, the
Registrant’s independent registered public accounting firm.
As a
result of the discovery of the error, management has taken steps to evaluate internal controls
and has concluded their design is
appropriate. Management believes that future
occurrences of mathematical errors of this type or a similar type will be prevented as a result of
proper execution of existing controls.
Item
9.01.
|
Financial
Statements and Exhibits.
|
The
financial statements attached reflect the correction of the mathematical
error discussed above and the fact that certain cable operations
that began during 2009 were closed and reported as discontinued operations
during the first quarter of 2010. Thus, Holdings’
Consolidated Financial Statements for 2009 have been restated to
classify the financial information of these cable businesses as discontinued
operations for financial reporting purposes. These cable operations
did not exist in the year ended December 31, 2008.
(d) Exhibits
23.1
|
Consent
of Ernst & Young LLP
|
99.1
|
Report
of the Independent Registered Public Accounting Firm, Consolidated
Financial Statements of UniTek Holdings, Inc. as of December 31, 2009 and
2008, and for the years then ended.
|
SIGNATURE
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.
UNITEK GLOBAL SERVICES, INC. | |||
Date: August
13, 2010
|
By:
|
/s/ Ronald J. Lejman | |
Ronald J. Lejman | |||
Chief Financial Officer and Treasurer | |||
EXHIBIT
INDEX
23.1
|
Consent
of Ernst & Young LLP
|
99.1
|
Report
of the Independent Registered Public Accounting Firm, Consolidated
Financial Statements of UniTek Holdings, Inc. as of December 31, 2009 and
2008, and for the years then ended.
|