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): April 14, 2006
CSK AUTO CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or Other Jurisdiction of
Incorporation)
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001-13927
(Commission File Number)
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86-0765798
(I.R.S. Employer
Identification No.) |
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| 645 E. Missouri Ave. Suite 400, Phoenix, Arizona
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85012 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (602) 265-9200
Check the appropriate box below if the Form 8-K 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)) |
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On April 14, 2006, CSK Auto Corporation (the “Company”) issued a press release announcing that,
pending completion of the previously announced investigation by the Audit Committee of the
Company’s Board of Directors into certain accounting errors and irregularities, it is delaying the
filing of its annual report on Form 10-K (“Form 10-K”) for the fiscal year ended January 29, 2006
(“fiscal 2005”). The Company will file its Form 10-K as soon as reasonably practicable; however,
the timing is dependent upon substantial completion of the aforementioned investigation and
completion by the Company of its required assessment of internal control over financial reporting
for fiscal 2005 and restatement of historical financial results. In addition, the press release
contained certain preliminary net sales information for the fourth quarter of fiscal 2005 and full
year fiscal 2005. The full text of the press release is being furnished as Exhibit 99.1 to this
report.
The information contained in this Item 2.02 and the exhibit attached hereto shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed
incorporated by reference in any filing with the Securities and Exchange Commission under the
Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the
date hereof and irrespective of any general incorporation language in any filings.
Item 7.01. Regulation FD Disclosure
The information set forth in “Item 2.02. Results of Operations and Financial Condition,” including
the exhibit referred to therein, is incorporated herein by reference.
The information contained in this Item 7.01 and the exhibit attached hereto shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed
incorporated by reference in any filing with the Securities and Exchange Commission under the
Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the
date hereof and irrespective of any general incorporation language in any filings.
Item 9.01. Financial Statements and Exhibits
This information shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, and shall not be deemed incorporated by reference in any filing with the
Securities and Exchange Commission under the Securities Exchange Act of 1934 or the Securities Act
of 1933, whether made before or after the date hereof and irrespective of any general incorporation
language in any filings.
(c) The following exhibit is furnished with this Form 8-K:
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| Exhibit No. |
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Description |
99.1
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Press Release dated April 14, 2006. |
Portions
of this report may constitute “forward-looking statements”
as defined by federal law. Although the Company believes any such
statements are based on reasonable assumptions, there is no assurance
that actual outcomes will not be materially different. Any such
statements are made in reliance on the “safe harbor”
protections provided under the Private Securities Litigation Reform
Act of 1995. Additional information about issues that could lead to
material changes in the Company’s performance is contained in
the Company’s filings with the Securities and Exchange
Commission.
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