8-K 1 form8k_02252010.htm FORM 8-K EARNINGS RELEASE form8k_02252010.htm



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) February 25, 2010


(Exact name of registrant as specified in its charter)



Delaware
  
0-22239
  
33-0711569
  
(State or other jurisdiction of incorporation)
  
(Commission File Number)
  
(IRS Employer Identification No.)
  



18872 MacArthur Boulevard, Suite 200, Irvine, California
  
92612-1400
  
(Address of principal executive offices)
  
(Zip Code)
  


Registrant’s telephone number, including area code (949) 225-4500
(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 (17 CFR 240.14a-12)
  

¨
   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  

¨
   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
  




 
 
 



Item 2.02  Results of Operations and Financial Condition

On February 25, 2010, Autobytel Inc., a Delaware corporation (“Autobytel”), announced in a press release its financial results for the quarter and the year ended December 31, 2009.  A copy of Autobytel’s press release announcing these financial results is attached as Exhibit 99.1 to this Current Report on Form 8-K.

In connection with the press release, Autobytel held a telephone conference call that was webcast on February 25, 2010.  Presentation slides referenced during the conference call were available on Autobytel’s website for viewing by call participants.  A transcript of that call is attached hereto as Exhibit 99.2 to this Current Report on Form 8-K.
 
The attached press release, transcript and presentation slides contain information that includes non-GAAP financial measures as defined in Regulation G adopted by the Securities and Exchange Commission. Adjusted operating expenses and adjusted loss from continuing operations are non-GAAP financial measures and are defined by Autobytel as operating expenses and/or loss from continuing operations as presented in the consolidated condensed statements of operations and comprehensive loss, adjusted for significant transactions and events that vary widely and are unpredictable in nature, timing and amount (“Significant Items”).  These non-GAAP financial measures are not meant to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles (“GAAP”). Management believes that they may provide useful information to investors interested in comparing Autobytel’s operating expenses and/or loss from continuing operations before the impact of the Significant Items.  The reconciliation of these non-GAAP financial measures to the GAAP financial measures that Autobytel considers most comparable is included in the tables to the attached press release filed as Exhibit 99.1 of this Current Report on Form 8-K and in the presentation slides included with the call transcript filed as Exhibit 99.2 of this Current Report on Form 8-K.

The attached press release, transcript and presentation slides are incorporated herein solely for purposes of this Item 2.02 disclosure.  The information furnished pursuant to this Item 2.02, including the exhibits attached hereto, shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language of such filing.  In addition, the press release, transcript and presentation slides furnished as exhibits to this report include “safe harbor” language pursuant to the Private Securities Litigation Reform Act of 1995, stating that certain statements about Autobytel’s business contained in the press release, transcript and presentation slides are “forward-looking” rather than “historic.”

Item 9.01  Financial Statements and Exhibits

(d)  
Exhibits

99.1     
Press release dated February 25, 2010

99.2     
Transcript of Conference Call by Autobytel Inc., dated February 25, 2010 and Call Presentation Slides

 


 
 
 



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.

                                                                              Autobytel Inc.


 Date:  March 2, 2010                                        By: /s/ Glenn E. Fuller                                                                                                                             
                                                                                     Glenn E. Fuller, Executive Vice President,
                                                                                     Chief Legal and Administrative Officer
                                                                                     and Secretary







 
INDEX TO EXHIBITS


Exhibit
Number
 
Description______________________________________________________________________________
    99.1
Press Release, dated February 25, 2010
    99.2
Transcript of Conference Call by Autobytel Inc., dated February 25, 2010 and Call Presentation Slides