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): October 29, 2009
FORRESTER RESEARCH, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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000-21433 04-2797789
(Commission File Number) (I.R.S. Employer
Identification Number) |
400 Technology Square
Cambridge, Massachusetts 02139
(Address of principal executive offices, including zip code)
(617) 613-6000
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changes 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
The information contained in this current report on Form 8-K is furnished pursuant to Item
2.02 of Form 8-K “Results of Operations and Financial Condition”. This information and the
exhibits hereto are being furnished and shall not be deemed to be “filed” for the purposes of
Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as
amended. The information contained in this report shall not be incorporated by reference into any
filing of Forrester Research, Inc. with the SEC, whether made before or after the date hereof,
regardless of any general incorporation language in such filings.
On October 29, 2009, Forrester Research, Inc. issued a press release announcing its financial
results for the quarter ended September 30, 2009.
Forrester believes that pro forma financial results provide investors with consistent and
comparable information to aid in the understanding of Forrester’s ongoing business. Forrester uses
pro forma financial information to manage its business, including use of pro forma financial
results as the basis for setting targets for various compensation programs. Our pro
forma presentation excludes the following, as well as their related tax effects:
Amortization of intangibles—we exclude the effect of the amortization of intangibles from our
pro forma results in order to more consistently present our ongoing results of operations.
Impairments of and gains related to non-marketable securities and gains from sales of
marketable securities—we have consistently excluded both one-time gains and one-time write-offs
related to our investments in non-marketable securities and sales of marketable securities from our
pro forma results in order to keep quarter-over-quarter and year-over-year comparisons consistent.
Non-cash stock-based compensation expense—we exclude the stock-based compensation impact of
SFAS 123R from our pro forma results in order to keep quarter-over-quarter and year-over-year
comparisons consistent.
Expenses related to the Company’s stock option investigation and the restatement of the
Company’s historical financial statements are also not included in our pro forma results in order
to keep quarter-over-quarter and year-over-year comparisons consistent.
Reorganization costs associated with the Company’s reduction in force announced in February
2009 are not included in our pro forma results in order to keep quarter-over-quarter and
year-over-year comparisons consistent.
However, these measures should be considered in addition to, not as a substitute for, or
superior to, operating income or other measures of financial performance prepared in accordance
with generally accepted accounting principles as more fully discussed in our financial statements
and filings with the Securities and Exchange Commission.