UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K/A
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 30, 2008
EDGEWATER TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware | 0-20971 | 71-0788538 | ||
(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) | ||
20 Harvard Mill Square | ||||
Wakefield, Massachusetts 01880 | ||||
Registrant’s telephone number, including area code: (781) 246-3343 |
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 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 30, 2008, Edgewater Technology, Inc. (the "Company") reported its preliminary results of operations for its second quarter ended June 30, 2008. A copy of the press release issued by the Company concerning the foregoing preliminary results was furnished as Exhibit 99.1 (the “Preliminary Release”) to a Form 8-K report furnished to the SEC on July 30, 2008 (the “July 30, 2008 8-K”).
On August 18, 2008, the Company reported its final results of operations for its second quarter ended June 30, 2008, which reflect a $24.7 million non-cash impairment charge in connection with its previously announced review of the carrying value of its goodwill and other intangible assets A copy of the press release issued by the Company concerning the foregoing final results is furnished herewith as Exhibit 99.1 (the “Final Release”) and is incorporated herein by reference in its entirety. The Final Release furnished herewith supersedes in its entirety the Preliminary Release and this Form 8-K/A supersedes in its entirety the July 30, 2008 8-K.
The information contained herein and in the accompanying exhibit is being “furnished,” as opposed to being “filed” pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and shall not be incorporated hereafter by reference into any filing of the Company, where made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit incorporated hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
Exhibit Number | Description of Exhibit |
99.1 | Edgewater Technology, Inc. Press Release dated August 18, 2008. |
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: August 18, 2008
EDGEWATER TECHNOLOGY, INC.
By: /s/ Kevin R. Rhodes
Name: Kevin R. Rhodes
Title: Chief Financial Officer
(Principal Financial Officer)