- Current report filing (8-K)
2008年11月7日 - 2:52AM
Edgar (US Regulatory)
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):
November 6,
2008
CORNELL
COMPANIES, INC.
(Exact name of
registrant as specified in its charter)
DELAWARE
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1-14472
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76-0433642
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(State or other
jurisdiction of
incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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1700
West Loop South, Suite 1500
Houston,
Texas 77027
(Address of
principal executive offices) (Zip Code)
(713)
623-0790
(Registrants
telephone number, including area code)
Not
Applicable
(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 (see
General Instruction A.2.below):
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
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.
In this Current Report on
Form 8-K and in the exhibit included as part of this Current Report, Cornell,
we, us, and our refer to Cornell Companies, Inc. and its
subsidiaries.
On November 6, 2008,
we issued a press release setting forth financial results for the three months
ended September 30, 2008. A copy of
the press release is attached as Exhibit 99.1 and is incorporated herein
by this reference. We also issued a press release dated November 6, 2008
correcting the earnings release with respect to the stated time of the conference
call to be held November 6, 2008. The
correct time should have been stated as 2 p.m. Eastern time. No other changes were made relating to the
earnings release. A copy of the subsequent press release is attached as Exhibit
99.2 and is incorporated herein by this reference.
The statements made
herein that are not historical facts are forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. Forward-looking statements include, but
are not limited to, statements involving the Companys outlook for 2008,
ability to succeed, growth for 2009, long-term demand, future earnings,
facility expansions including those at D. Ray James Prison, results of
operations and effective tax rate, as well as any other statements that are not
historical facts. Such statements are subject to numerous risks, uncertainties
and assumptions including but not limited to Cornells ability to perform
according to its current expectations, changes in supply and demand, actions by
governmental agencies and other third parties, access to capital and other
factors detailed in the companys most recent Form 10-K and other filings
with the Securities and Exchange Commission, which are available free of charge
on the SECs website at
http://www.sec.gov
.
Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those indicated. Each forward
looking-statement speaks only as of the date of the particular statement, and
we undertake no obligation to update or revise any forward looking-statement,
whether as a result of new information, future events or otherwise. Information
in the press release is subject to adjustment resulting from further review and
the obtainment of additional information that may impact our consolidated
financial statements.
The information furnished
pursuant to Item 2.02, including the accompanying exhibits, shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or incorporated by reference in any filing under the Exchange Act
or the Securities Act of 1933, as amended, except as shall be expressly set
forth by specific reference in such filing.
The furnishing of the information in this report is not intended to, and
does not, constitute a determination or admission by the Company that the
information in this report is material or complete, or that investors should
consider this information before making an investment decision with respect to
any security of the Company.
Item 9.01
Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit No.
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Description
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99.1
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Press release dated
November 6, 2008 reporting results of operations for the three months
ended September 30, 2008
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99.2
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Press release dated
November 6, 2008 correcting Third Quarter 2008 Earnings Announcement for time
of conference call
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2
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.
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CORNELL COMPANIES, INC.
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Dated: November 6,
2008
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By:
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/s/ William E. Turcotte
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William E. Turcotte
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Senior Vice President, General
Counsel and Corporate
Secretary
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EXHIBIT
INDEX
Exhibit No.
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Description
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99.1
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Press release dated
November 6, 2008 reporting results of operations for the three months
ended September 30, 2008
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99.2
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Press release dated
November 6, 2008 correcting Third Quarter 2008 Earnings Announcement for time
of conference call
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3
Cornell (NYSE:CRN)
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