UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) SEPTEMBER 29, 2005
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ACUITY BRANDS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-16583 58-2632672
(State or other jurisdiction of in (Commission File Number) (I.R.S. Employer
Company or organization) Identification No.)
1170 PEACHTREE ST., N.E., SUITE 2400, ATLANTA, GA 30309
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 404-853-1400
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
Amendment to Receivables Facility
Acuity Brands, Inc. (the "Company") maintains an agreement ("Receivables
Facility") to borrow, on an ongoing basis, funds secured by undivided interests
in a defined pool of trade accounts receivable of its lighting equipment and
specialty products segments. Effective September 29, 2005, the Company renewed
the Receivables Facility for a one-year period. Acuity Enterprise, Inc., a
Delaware corporation, Acuity Unlimited Inc., a Delaware corporation, Acuity
Specialty Products Group, Inc., a Delaware corporation, Acuity Lighting Group,
Inc., a Delaware corporation, Blue Ridge Asset Funding Corporation, a Delaware
corporation, and Wachovia Bank, National Association, are each a party to the
Receivables Facility. As of August 31, 2005, there were no amounts outstanding
under the Receivables Facility.
ITEM 2.02 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 5, 2005, the Company issued a press release containing
information about the Company's results of operations for its fiscal year and
fourth quarter ended August 31, 2005. A copy of the press release is attached
hereto as Exhibit 99.1. The information contained in this paragraph, as well as
Exhibit 99.1 referenced herein, shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933.
ITEM 2.03 - CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The information regarding the Receivables Facility contained above in Item
1.01 is incorporated into this Item 2.03 by reference.
ITEM 8.01 - OTHER EVENTS
On October 5, 2005, the Company issued a press release announcing the date
and location of its annual meeting of stockholders. A copy of this press release
is attached hereto as Exhibit 99.2.
In addition, on October 5, 2005, the Company issued a press release
announcing the declaration of a dividend on its common stock and the
implementation of a share repurchase program. A copy of this press release is
attached hereto as Exhibit 99.3.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
99.1 Press release dated October 5, 2005.
99.2 Press release dated October 5, 2005.
99.3 Press release dated October 5, 2005.
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 thereunto duly authorized.
Date: October 5, 2005
ACUITY BRANDS, INC.
By: /s/ Kenyon W. Murphy
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Kenyon W. Murphy
Senior Vice President and General Counsel
EXHIBIT INDEX
99.1 Press release dated October 5, 2005.
99.2 Press release dated October 5, 2005.
99.3 Press release dated October 5, 2005.