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): DECEMBER 15, 2008
CRAWFORD & COMPANY
(Exact Name of Registrant as Specified in Its Charter)
Georgia
(State or Other Jurisdiction of Incorporation)
| 1-10356 | 58-0506554 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 1001 Summit Blvd., Atlanta, Georgia | 30319 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(404) 300-1000
(Registrant’s Telephone Number, Including Area Code)
N/A
(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 7.01. Regulation FD Disclosure
On Monday, December 15, 2008 and on Tuesday, December 16, 2008, members of executive management of Crawford & Company (the “Company”) are expected to present information about the Company to certain analysts, investors, potential investors, and other interested parties. Attached as Exhibit 99.1 is a copy of the slide presentation that will be discussed during these meetings. Attached as Exhibits 99.2 and 99.3 are reconciliations of non-GAAP financial measures included in the slide presentation.
ITEM 9.01. Financial Statements and Exhibits
| (c) | Exhibits |
| Exhibit No. |
Description | |
| 99.1 |
Investor Presentation on December 15-16, 2008 | |
| 99.2 |
Reconciliation of Non-GAAP Measures Related to Consolidated Operating Earnings and Consolidated Revenues | |
| 99.3 |
Reconciliation of Non-GAAP Measures Related to 12-months trailing Consolidated Operating Earnings and Consolidated Revenues | |
The information contained in this current report on Form 8-K and in the accompanying exhibits shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information, including the exhibits hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CRAWFORD & COMPANY (Registrant) | ||
| By: | /s/ W. FORREST BELL | |
| W. Forrest Bell | ||
| Vice President and Controller Chief Accounting Officer | ||
Dated: December 15, 2008
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EXHIBIT INDEX
| Number |
Descriptions | |
| 99.1 |
Investor Presentation on December 15-16, 2008 | |
| 99.2 |
Reconciliation of Non-GAAP Measures Related to Consolidated Operating Earnings and Consolidated Revenues | |
| 99.3 |
Reconciliation of Non-GAAP Measures Related to 12-months trailing Consolidated Operating Earnings and Consolidated Revenues | |
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