Business Context and Reporting Period
Company: Flowserve Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: August 30, 2012
Purpose: To provide supplemental guarantor financial information pursuant to Rule 3-10 of Regulation S-X in anticipation of filing a Registration Statement on Form S-3. The Company intends to offer debt securities guaranteed by certain 100% owned domestic subsidiaries.
Key Financial Metrics
This filing does not contain new financial performance data (revenue, profit, cash flow, margins, debt, or liquidity). It serves solely to update historical financial statements previously filed in the Form 10-K (year ended December 31, 2011) and Form 10-Q (quarter ended June 30, 2012) by adding condensed consolidating financial information for subsidiary guarantors.
Material Changes
Financial Statement Updates:
- Form 10-K Update: Historical financial statements for the year ended December 31, 2011, have been updated to include Note 20 in the Notes to Consolidated Financial Statements.
- Form 10-Q Update: Historical financial statements for the three and six months ended June 30, 2012, have been updated to include Note 15 in the Notes to Condensed Consolidated Financial Statements.
Guidance, Outlook, and Risks
Outlook: The Company intends to offer debt securities from time to time under a future Form S-3 registration.
Risks and Contingencies: No new risks or contingencies are disclosed in this report. The filing is limited to the inclusion of supplemental guarantor financial information.
Investor Verification Checklist
- Verify the specific terms of the debt securities to be offered under the upcoming Form S-3 filing.
- Review Exhibit 99.1 for the updated Note 20 regarding the 2011 annual financial statements.
- Review Exhibit 99.2 for the updated Note 15 regarding the 2012 interim financial statements.
- Confirm the identity of the 100% owned domestic subsidiaries providing joint and several guarantees.