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UNITED STATES

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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 1, 2005

AFTERMARKET TECHNOLOGY CORP.

(Exact name of registrant as specified in its charter)

 

Delaware

0-21803

95-4486486

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

 

 

 

1400 Opus Place, Suite 600, Downers Grove, Illinois

60515

(Address of principal executive offices)

(Zip Code)

 

 

 

Registrant’s telephone number, including area code

(630) 271-8100

 

 

One Oak Hill Center, Suite 400, Westmont, Illinois  60559

(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 Instructions A.2. below):

 

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))

 

SEC 873 (6-04)

 

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Forward-Looking Statement Notice

 

This Current Report on Form 8-K contains forward-looking statements (as such term is defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) and information relating to us that are based on the current beliefs of our management as well as assumptions made by and information currently available to management, including those related to the markets for our products, general trends in our operations or financial results, plans, expectations, estimates and beliefs.  These statements reflect our judgment as of the date of this Current Report with respect to future events, the outcome of which is subject to risks, which may have a significant impact on our business, operating results or financial condition.  Readers are cautioned that these forward-looking statements are inherently uncertain.  Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those described herein.  We undertake no obligation to update forward-looking statements.  The factors that could cause actual results to differ are discussed in our Annual Report on Form 10-K for the year ended December 31, 2004 and our other filings made with the SEC.

 

Item 2.02.   Results of Operations and Financial Condition.

 

On March 1, 2005, Aftermarket Technology Corp. issued a press release (a copy of which is attached as Exhibit 99) announcing, among other things, the following:

 

                  For the quarter and year ended December 31, 2004:

                  revenue;

                  income from continuing operations; and

                  income from continuing operations per diluted share;

 

                  adjusted income per diluted share for the year ended December 31, 2004; and

 

                  projected earnings from continuing operations per diluted share for the quarter ending March 31, 2005 and the year ending December 31, 2005

 

Adjusted income per diluted share is a non-GAAP financial measure within the meaning of SEC Regulation G.  A reconciliation of this non-GAAP financial measure to the comparable GAAP financial measure, and an explanation of why the non-GAAP financial measure is useful to management and investors, are contained in the attached press release.

 

Item 9.01.   Financial Statements and Exhibits.

 

Exhibit 99:                                          Press release dated March 1, 2005

 

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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.

 

Dated: March 1, 2005

AFTERMARKET TECHNOLOGY CORP.

 

 

 

/s/ Joseph Salamunovich

 

 

Joseph Salamunovich

 

 

Vice President

 

 

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