UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
February 7, 2018
Date of Report (Date of earliest event reported)
ESTERLINE TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-06357 | 13-2595091 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File No.) | (IRS Employer Identification No.) | ||
| 500-108th Avenue NE, Bellevue, Washington | 98004 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(425)453-9400
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01 | Other Events. |
As previously disclosed, the management of Esterline Technologies Corporation (the “Company”), after consultation and discussions with Ernst & Young LLP, the Company’s independent registered public accounting firm, and the Audit Committee of the Company’s Board of Directors, concluded that the Company’s previously issued financial statements for the fiscal year ended September 29, 2017 included in the Company’s Annual Report on Form10-K for such period cannot be relied upon and will be restated due to the identification of an accounting error in the Company’s Sensors and Systems segment.
In light of the ongoing work to correct the error and to assess the Company’s related internal controls, the Company expects that it will file an amendment on Form10-K/A to its Annual Report on Form10-K for the year ended September 29, 2017 and its Form10-Q for the fiscal quarter ended December 29, 2017 by the end of March 2018. Consequently, the Form10-Q will not be filed by the February 7, 2018 deadline established by the Securities and Exchange Commission for that filing.
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.
| ESTERLINE TECHNOLOGIES CORPORATION | ||||||
| Dated: February 7, 2018 | By: | /s/ STEPHEN NOLAN | ||||
| Name: | Stephen Nolan | |||||
| Title: | Executive Vice President & Chief Financial Officer | |||||