UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported): March 3, 2011
Cogdell Spencer Inc.
(Exact name of registrant as specified in its charter)
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| Maryland
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001-32649
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20-3126457 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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4401 Barclay Downs Drive, Suite 300
Charlotte, North Carolina
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28209 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (704) 940-2900
N/A
(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:
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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)) |
ITEM 2.02 Results of Operations and Financial Condition.
On March 3, 2011, we furnished to the Securities and Exchange Commission an Exhibit 99.1 to our
current report on Form 8-K (the “Earnings 8-K”) containing our earnings release announcing our
fourth quarter and full year 2010 results. This amendment is being furnished to modify certain
information contained in Exhibit 99.1 to the Earnings 8-K to conform to the financial information
presented in our Form 10-K for the year ended December 31, 2010, filed with the Securities and
Exchange Commission on March 16, 2011. The revised information relates to changes to net loss
attributable to Cogdell Spencer Inc. common stockholders for the three months ended December 31,
2010 from $92.5 million to $93.5 million and for the year ended December 31, 2010 from $103.0
million to $104.1 million, due to a non-cash decrease in income tax benefit, which decreased
because of a reversal of previously deferred income tax expenses on intersegment profits due to the
recording of the deferred tax asset valuation allowance. Funds from Operations Modified (“FFOM”),
excluding non-recurring events and impairment charges, changed from $7.0 million to $5.8 million
for the three months ended December 31, 2010 and from $30.0 million to $28.8 million for the year
ended December 31, 2010 (see reconciliations to net loss in Exhibit 99.1), due to the same reason
discussed above.
A copy
of the modified earnings release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K/A and in incorporated by reference herein.
ITEM 9.01 Financial Statements and Exhibits.
Exhibit 99.1 Earnings Release regarding the period October 1, 2010 to December 31, 2010.
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