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): 03/16/2005
MEMC ELECTRONIC MATERIALS, INC.
(Exact Name of Registrant as Specified in its Charter)
Commission File Number: 001-13828
DE | | 56-1505767 |
(State or Other Jurisdiction of | | (I.R.S. Employer |
Incorporation or Organization) | | Identification No.) |
501 Pearl Drive (City of O'Fallon), Saint Peters, MO 63376
(Address of Principal Executive Offices, Including Zip Code)
636-474-5000
(Registrant’s Telephone Number, Including Area Code)
(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(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
Items to be Included in this Report
Item 2.02. Results of Operations and Financial Condition
On March 16, 2005, MEMC Electronic Materials, Inc. (MEMC) issued a press release reporting the filing of its Form 10-K for the year ended December 31, 2004, with certain tax accounting adjustments from the previously announced financial results for the year. The 2004 financial statements included in the Form 10-K reflect adjustments to the year-end tax provision resulting in an increased income tax benefit and corresponding modest increase in net income, as well as increases in net deferred tax assts and other non-current liabilities. The press release also reports that, as a result of these tax adjustments, MEMC management has identified a material weakness in its internal control over financial reporting associated with accounting for income taxes. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Signature(s)
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.
| | | | | | MEMC ELECTRONIC MATERIALS, INC. |
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| Date: March 16, 2005. | | | | By: | | /s/ Thomas E. Linnen
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| | | | | | | | | Thomas E. Linnen |
| | | | | | | | | Senior Vice President and Chief Financial Officer |
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Exhibit Index
Exhibit No.
| | Description
|
| EX-99.1 | | Press Release issued March 16, 2005 |
