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
22, 2008
FRANKLIN
COVEY CO.
(Exact
name of registrant as specified in its charter)
Commission
File No. 1-11107
|
Utah
(State
or other jurisdiction of incorporation)
|
87-0401551
(IRS
Employer Identification
Number)
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2200
West Parkway Boulevard
Salt
Lake City, Utah 84119-2099
(Address
of principal executive offices)(Zip Code)
Registrant’s
telephone number, including area code: (801) 817-1776
Former
name or former address, if changed since last report: Not Applicable
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 CFR240.14d-2(b))
[
] Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))
Item
8.01 Other
Events
Franklin
Covey Co. (the Company) is providing the following information regarding its
operating results for the fiscal quarter and year ending August 31,
2008.
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·
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Sale
of CSBU Assets. During the fiscal quarter ending August 31
2008, the Company completed the sale of substantially all of the assets of
its CSBU and expects to recognize a gain from this
transaction. The Company also incurred additional
expenses related to the transaction that are expected to be included in
the Company’s selling, general, and administrative expenses for the
quarter and fiscal year ended August 31,
2008.
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·
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Restructuring
Costs. In addition to the sale of the CSBU assets, the Company
is also in the process of restructuring its operations to improve its
operating results in future periods. These restructuring costs
include items such as severance and lease termination
costs.
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·
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Fiscal
2007 Sale of a Manufacturing Facility. During the prior fiscal
year, the Company completed the sale of a manufacturing facility and
recognized a gain from the sale of the facility, which improved operating
income for the fiscal year ended August 31,
2007.
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·
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Training
Sales Performance. The Company had a large sales transaction
during the fourth quarter of fiscal 2007 that did not repeat during fiscal
2008 and delivered fewer training days in the fourth quarter of fiscal
2008 than in the corresponding quarter of fiscal
2007.
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As a
result of the above, the Company anticipates that its operating income,
excluding the impact of the expected gain from the sale of the Consumer
Solutions Business Unit (CSBU), for the fiscal quarter and year ending August
31, 2008, will be lower than its operating income for the fiscal quarter and
year ended August 31, 2007.
The
Company still believes that as a result of the restructuring activities referred
to above and reasonable growth from operations, after a restructuring period, it
can achieve operating income levels comparable to the period preceding the sale
of the CSBU.
FORWARD
LOOKING STATEMENTS
This
current report contains forward-looking statements related to, among other
things, (1) the Company’s expected financial results for the quarter and fiscal
year ended August 31, 2008; (2) the Company’s anticipated accounting treatment
and effect of the sale of its CSBU; and (3) the Company’s belief concerning its
future operating income. These statements are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Investors are cautioned that forward-looking statements
inherently involve risks and uncertainties that could cause actual results to
differ materially from those contemplated in the forward-looking
statements. Such risks and uncertainties include, but are not limited
to, actual total costs incurred related to the sale of CSBU assets, actual costs
incurred for restructuring activities and the future benefits of such
activities, general economic conditions, the Company’s cash needs, and other
risks and uncertainties outlined in the Company’s documents filed with the
Securities and Exchange Commission (SEC), including the Company’s most recent
annual report on Form 10-K for the fiscal year ended August 31, 2007 as filed
with the SEC. All forward-looking statements and other information in
this current report are based upon information available as of the date of this
report. Such information may change or become invalid after the date
of this report, and, by making these forward-looking statements, the Company
undertakes no obligation to update these statements after the date of this
report, except as required by law.
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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FRANKLIN
COVEY CO.
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Date:
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August 22, 2008
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By:
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/s/
Stephen D. Young
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Stephen
D. Young
Chief
Financial
Officer
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