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 the earliest event reported) October 30, 2003
Commission File Number 0-23081
FARO TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
Florida 59-3157093
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(State or Other Jurisdiction of Incorporation) (IRS Employer Identification No.)
125 TECHNOLOGY PARK, LAKE MARY, FLORIDA 32746
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(Address of Principal Executive Offices) (Zip Code)
(407) 333-9911
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Item 9. Regulation FD Disclosure
Item 12. Results of Operations and Financial Condition
The following information is being furnished under Item 9 and Item 12 of
Form 8-K. A copy of this press release is attached as Exhibit 99.1 to this Form
8-K.
On October 29, 2003, FARO Technologies, Inc. (the "Company") issued a press
release announcing its results of operations for the third quarter 2003 ended
September 27, 2003. This press release is attached as Exhibit 99.1 to this Form
8-K. The attached press release is furnished under Item 9 and Item 12 of Form
8-K.
The attached press release includes references to the Company's net income
and net income per diluted share for the quarter ended September 27, 2003, after
excluding a $1.1 million gain from settlement of litigation in the third quarter
2003. The attached press release also contains a forecast for net income per
diluted share for 2003 that excludes the gain from settlement of litigation. A
reconciliation of these financial measures to the most directly comparable GAAP
financial measures (which are net income and net income per share) is provided
in the text of the attached press release.
Management believes that providing net income and net income per diluted
share financial information after deducting the gain from settlement of
litigation assists investors by allowing them to more easily compare the
Company's financial performance period to period. The $1.1 million gain from the
settlement in litigation is included as a line item on the Company's income
statement under "Other Income" and, consequently, reflected in net income, but
the gain is not included in revenue or income from operations. Accordingly,
Management believes that excluding the effect of the gain from settlement of
litigation from net income and net income per diluted share aids investors in
understanding the Company's financial results absent non-recurring or unusual
events.
Signature
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 thereunder duly authorized.
FARO TECHNOLOGIES, INC.
By: /s/ Gregory A. Fraser
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Gregory A. Fraser
Executive Vice President, Secretary, and
Treasurer
Date: October 30, 2003
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated October 29, 2003