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): July 16, 2009
Bowne & Co., Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-05842
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13-2618477 |
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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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55 Water Street, New York, New York
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10041 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: 212-924-5500
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:
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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 8.01 Other events.
Certain sections of the Annual Report on Form 10-K for the fiscal year ended December 31, 2008 of
the undersigned registrant, Bowne & Co., Inc. (the Company), are hereby superseded to reflect the
Companys adoption of Financial Accounting Standards Board Staff Position APB 14-1 Accounting for
Convertible Debt Instruments that May Be Settled in Cash upon Conversion (Including Partial Cash
Settlement) (FSP APB 14-1). FSP APB 14-1 was adopted by the Company in January 2009 and
required retrospective application. The impact of the adoption of FSP APB 14-1 is discussed in
detail in Note 21 to the Companys Consolidated Financial Statements for the year ended December 31,
2008, which is attached hereto as Exhibit 99.3. The Company currently has approximately $8.3
million of convertible subordinated debentures outstanding.
The attached exhibits contain the portions of the Companys 2008 Form 10-K that are affected by the
adoption of FSP APB 14-1. Exhibit 99.1 reflects changes made to Item 6 Selected Financial Data.
Exhibit 99.2 reflects changes made to Item 7 Managements Discussion and Analysis of Financial
Condition and Results of Operations. Exhibit 99.3 contains Item 8 ¾ Financial Statements and
Supplementary Data, which includes the complete set of consolidated financial statements from the
Companys 2008 Form 10-K as recasted for the retrospective application of the impact of adopting
FSP APB 14-1. These recasted financial statements are now a part of the Companys historical
financial statements.
The information presented in Exhibits 99.1, 99.2, 99.3 and 99.4 to this current report on Form 8-K
updates the information set forth in Items 6, 7, 8 and Exhibit 23.1 to our Annual Report on Form
10-K for the year ended December 31, 2008. None of the exhibits to this current report on Form 8-K
reflect events after the filing of our 2008 Annual Report, and none of such exhibits modify or
update the disclosure in our 2008 Annual Report other than to reflect
the changes relating to the
retrospective adoption of FSP APB 14-1 as described above. As we have not modified or updated any
other disclosures presented in our 2008 Annual Report, all of such
disclosures only refer to conditions existing as of the
date of our 2008 Annual Report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are included herewith:
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Exhibit |
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Description |
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99.1
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2008 Form 10-K, Item 6 Selected Financial Data |
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99.2
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2008 Form 10-K, Item 7 Managements Discussion and Analysis of
Financial Condition and Results of Operations |
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99.3
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2008 Form 10-K, Item 8 Financial Statements and Supplementary Data |
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99.4
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Consent of KPMG LLP, Independent Registered Public Accounting Firm |