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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):  October 30, 2019

 

AEGION CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35328

 

45-3117900

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

17988 Edison Avenue, Chesterfield, Missouri

 

 

63005

(Address of principal executive offices)

 

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (636) 530-8000

 

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))

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Shares, $0.01 par value

AEGN

The Nasdaq Global Select Market

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  

 

                                                                                                                                                                Emerging growth company       

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.               ☐

 

 

 

 

 

 

 

 

Item 2.02.

Results of Operations and Financial Condition.

 

Aegion Corporation (the “Company”) issued an earnings release (the “Earnings Release”) on October 30, 2019 to announce its financial results for the quarter ended September 30, 3019. A copy of the Earnings Release is furnished herewith as Exhibit 99.1. On October 31, 2019, the Company held a conference call in connection with the Earnings Release. A transcript of the conference call is furnished herewith as Exhibit 99.2.

 

The information in this current Report on Form 8-K, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

             

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

The following exhibits are filed as part of this report:

 

 

 

Exhibit Number

Description

 

 

 

 

99.1

Earnings Release of Aegion Corporation dated October 30, 2019, filed herewith.

     
 

99.2

Transcript of Aegion Corporation’s October 31, 2019 conference call, filed herewith.

 

 

 

 

 

* *     *

 

 

 

 

 

 

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.

 

 

AEGION CORPORATION

 

 

 

 

 

 

 

 

 

 

By:

/s/ Mark A. Menghini

 

 

 

Mark A. Menghini

 

 

 

Senior Vice President and General Counsel

 

 

 

 

 

 

 

Date: November 5, 2019