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): May 25, 2010
DYCOM
INDUSTRIES, INC.
(Exact
name of Registrant as specified in its charter)
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Florida
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001-10613
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59-1277135
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(State
or other jurisdiction)
of
incorporation)
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(Commission
file number)
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(I.R.S.
employer
identification
no.)
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11770
U.S. Highway One, Suite 101
Palm
Beach Gardens, Florida 33408
(Address
of principal executive offices) (Zip Code)
(561) 627-7171
(Registrant’s
telephone number, including area code)
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:
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-4c))
On May
25, 2010, Dycom Industries, Inc. (the “Company”) issued a press release
reporting third quarter of fiscal 2010 results. Additionally, on May 26, 2010,
the Company made available a slide presentation to be discussed during the
Company’s webcast and conference call referred to in such press release. A copy
of the press release, slide presentation, and transcript of the conference
call are furnished as Exhibits to this report on Form 8-K and is
incorporated herein by reference.
The press
release, slide presentation, and transcript of the conference call include
certain Non-GAAP items that are set forth in the GAAP reconciliation schedules
provided in the release and slide presentation. The Company believes these
Non-GAAP financial measures are useful to investors because it allows for a more
direct comparison of the Company’s performance for the period with the Company’s
performance in the comparable prior-year periods.
The
information in the preceding paragraphs, as well as Exhibits 99.1, 99.2 and
99.3 shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to
the liabilities of that section. It may only be incorporated by reference into
another filing under the Exchange Act or Securities Act of 1933 if such
subsequent filing specifically references this Current Report on Form
8-K.
On May
25, 2010, the Company issued a press release reporting third quarter of fiscal
2010 results. Additionally, on May 26, 2010, the Company made available a slide
presentation to be discussed during the Company’s webcast and conference call
referred to in such press release. A copy of the press release, slide
presentation, and transcript of the conference call are furnished as
Exhibits to this report on Form 8-K and is incorporated herein by
reference.
The press
release, slide presentation, and transcript of the conference call include
certain Non-GAAP items that are set forth in the GAAP reconciliation schedules
provided in the release and slide presentation. The Company believes these
Non-GAAP financial measures are useful to investors because it allows for a more
direct comparison of the Company’s performance for the period with the Company’s
performance in the comparable prior-year periods.
The
information in the preceding paragraphs, as well as Exhibits 99.1, 99.2 and
99.3 shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to
the liabilities of that section. It may only be incorporated by reference into
another filing under the Exchange Act or Securities Act of 1933 if such
subsequent filing specifically references this Current Report on Form
8-K.
Forward
Looking Statements
This
Current Report on Form 8-K contains forward-looking statements as contemplated
by the 1995 Private Securities Litigation Reform Act, including statements with
respect to the Company’s fiscal 2010 fourth quarter results. These statements
are based on management’s current expectations, estimates and projections.
Forward-looking statements are subject to risks and uncertainties that may cause
actual results in the future to differ materially from the results projected or
implied in any forward-looking statements contained in this press release. Such
risks and uncertainties include: business and economic conditions in the
telecommunications industry affecting our customers, the adequacy of our
insurance and other reserves and allowances for doubtful accounts, whether the
carrying value of our assets may be impaired, the impact of any future
acquisitions, the anticipated outcome of other contingent events, including
litigation, liquidity needs and the availability of financing, as well as other
risks detailed in the Company’s other filings with the Securities and Exchange
Commission. These filings are available on a web site maintained by the
Securities and Exchange Commission at http://www.sec.gov. The Company does not
undertake to update forward looking statements except as required by
law.
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99.1
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Press
release dated May 25, 2010 by Dycom Industries, Inc announcing the third
quarter fiscal 2010 results.
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99.2
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Slide
presentation relating to the webcast and conference call held regarding
the Company’s fiscal 2010 third quarter results, which took place on May
26, 2010.
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99.3
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Transcript
of Dycom Industries Inc. webcast and conference call to review its fiscal
2010 third quarter results, which took place on May 26,
2010.
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2
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 thereunto
duly authorized.
Dated:
May 26, 2010
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DYCOM
INDUSTRIES, INC.
(Registrant)
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By:
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/s/ H. Andrew
DeFerrari
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Name:
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H.
Andrew DeFerrari
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Title:
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Senior
Vice President and Chief Financial Officer
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