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) March 31, 2015
DUCOMMUN INCORPORATED
(Exact name of registrant as specified in its charter)
| Delaware | 001-08174 | 95-0693330 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 23301 Wilmington Avenue, Carson, California | 90745-6209 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code (310) 513-7200
N/A
(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 8.01 | Other Events. |
Ducommun Incorporated issued a press release on March 31, 2015 in the form attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| 99.1 | Ducommun Incorporated press release issued on March 31, 2015. | |
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.
| DUCOMMUN INCORPORATED | ||||||
| (Registrant) | ||||||
| Date: March 31, 2015 | By: | /s/ James S. Heiser | ||||
| James S. Heiser | ||||||
| Vice President and General Counsel | ||||||
Exhibit 99.1
FOR IMMEDIATE RELEASE
Ducommun to Further Delay Release of Earnings
LOS ANGELES, California (March 31, 2015) – Ducommun Incorporated (NYSE: DCO) (“Ducommun” or the “Company”) today announced that it needs to further postpone its 2014 fourth quarter and year-end earnings announcement and conference call, currently scheduled for today, Tuesday March 31, 2015.
On March 16, 2015, the Company filed a Form 12b-25 with the Securities and Exchange Commission to explain that Ducommun would be unable to file its Form 10-K for the fiscal year ended December 31, 2014 within the prescribed timeframe because additional time was required to complete its 2014 financial statements. At that time, the Company expected to be able to file its Form 10-K by March 31, 2015 (the fifteenth calendar day following the prescribed due date), but that is no longer possible as the Company requires further time to complete its financial statements.
As previously reported, the Company discovered certain errors in the reported financial results for certain prior periods. Ducommun anticipates that the correction of these errors generally will result in an increase in the Company’s net income for such periods. The Company’s assessment of these matters is ongoing and subject to additional review. Ducommun expects to announce its 2014 fourth quarter and year-end results as soon as practical and will issue a conference call advisory announcing the timing for the earnings release and conference call upon the finalization of the financial statements and audit completion.
About Ducommun Incorporated
Founded in 1849, Ducommun Incorporated provides engineering and manufacturing services to the aerospace, defense, and other industries through a wide spectrum of electronic and structural applications. The company is an established supplier of critical components and assemblies for commercial aircraft and military and space vehicles as well as for the energy market, medical field, and industrial automation. It operates through two primary business units – Ducommun AeroStructures (DAS) and Ducommun LaBarge Technologies (DLT). Additional information can be found at www.ducommun.com.
| CONTACT: | Joseph P. Bellino | or | Chris Witty | |||
| Vice President and Chief Financial Officer | Investor Relations | |||||
| (310) 513-7211 | (646) 438-9385/cwitty@darrowir.com |