01—Abstract
Summary
Summary of the 10-K/A filed May 14, 2009. Cited figures are marked; the original filing is the authoritative source.
Westinghouse Air Brake Technologies Corporation filed this Form 10-K/A (Amendment No. 1) for the fiscal year ended December 31, 2008.
The filing states that its sole purpose is to correct the signature page, which lacked the signatures of the principal financial officer and principal accounting officer. It also adds new certifications by the principal executive officer and principal financial officer as Exhibits 31.1, 31.2 and 32.1. The amendment does not update or modify disclosures in the original Form 10-K, which the company filed on May 14, 2009.
The document identifies the registrant as a Delaware corporation headquartered in Wilmerding, Pennsylvania, with common stock listed on the New York Stock Exchange and a large accelerated filer status. The registrant estimates the aggregate market value of voting shares held by non-affiliates as of June 30, 2008 at approximately $2.2 billiona. As of February 23, 2009, 47,996,857 shares of common stock were outstanding.
Part III information is incorporated by reference from the proxy statement for the May 13, 2009 annual meeting. The filing itself contains no financial statements, operating results or balance sheet figures.
Its exhibit index references items such as a Refinancing Credit Agreement dated November 4, 2008, a $150,000,000b aggregate principal amount of 6.875% Notes due 2013, and several stock purchase agreements from 2006 through 2008. Investors seeking the company's financial results would need to consult the original Form 10-K.
02—Key points
Key Highlights
- Filed as Amendment No. 1 solely to correct the signature page, adding the signatures of the principal financial officer and principal accounting officer.
- Adds new Rule 13a-14(a)/15d-14(a) certifications and a Section 1350 certification as Exhibits 31.1, 31.2 and 32.1.
- Does not modify or update any disclosures in the original Form 10-K filed May 14, 2009, and does not reflect later events.
- Registrant is a Delaware corporation based in Wilmerding, Pennsylvania, listed on the New York Stock Exchange as a large accelerated filer.
- Aggregate market value of non-affiliate voting shares was approximately $2.2 billion as of June 30, 2008.
- 47,996,857 shares of common stock were outstanding as of February 23, 2009.
- Exhibit index references a Refinancing Credit Agreement dated November 4, 2008 and a $150,000,000 6.875% Notes due 2013 offering.
03—One dollar
Follow one dollar
Of each $1.00 of revenue in FY2008, Westinghouse Air Brake Technologies kept $0.08.
- Revenue$1.57B100.0%
- Cost of revenue−$1.15B72.9%
- Gross profit$427.2M27.1%
- Operating costs−$214.7M13.6%
- Operating income$212.5M13.5%
- Interest, other & tax−$82.0M5.2%
- Net income$130.6M8.3%
Where FY2008 revenue went
$1.57B- Cost of revenue: $1.15B, 73% of revenue
- Net income: $130.6M, 8.3% of revenue
- R&D: $39.0M, 2.5% of revenue
- SG&A: $170.6M, 11% of revenue
- Interest, other & tax: $82.0M, 5.2% of revenue
Kept 8.3% as net incomeNet income $130.6M · 8.3%R&D $39.0M · 2.5%
Full revenue history →04—Financials
Financial Highlights
Figures from 10-K/AFY2008filed May 14, 2009Financial Statements
| Revenue | $1.57B |
| Cost of Revenue | $1.15B |
| Gross Profit | $427.19M |
| R&D Expenses | $38.98M |
| SG&A Expenses | $170.60M |
| Operating Expenses | $214.67M |
| Operating Income | $212.52M |
| Net Income | $130.55M |
| EPS (Basic) | $2.69 |
| EPS (Diluted) | $2.66 |
| Shares Outstanding (Basic) | 48.23M |
| Shares Outstanding (Diluted) | 48.85M |
05—Questions
Frequently Asked Questions
Why was this 10-K/A filed?
The filing states it was made solely to correct the signature page of the original Form 10-K, which did not include the signatures of the principal financial officer or the principal accounting officer. New certifications by the principal executive officer and principal financial officer were also filed as required by Rule 12b-15.
Did this amendment change the company's financial results or disclosures?
No. The filing states that, except for the signature correction, the registrant has not modified or updated disclosures in the original Form 10-K, and the amendment does not reflect events occurring after that filing.
What was the company's public float and share count?
The registrant estimates the aggregate market value of voting shares held by non-affiliates at approximately $2.2 billion as of June 30, 2008, based on the NYSE closing price. As of February 23, 2009, 47,996,857 shares of common stock were issued and outstanding.
Where can investors find the company's financial statements for 2008?
The filing lists the financial statements, including consolidated balance sheets, statements of operations, cash flows and shareholders' equity for the years ended December 31, 2008, 2007 and 2006, as part of the annual report. This amendment does not contain those statements; they are referenced in the original Form 10-K.
06—Continue