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): October 21, 2004
ProQuest Company
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 1-3246 | 36-3580106 | ||
| (State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 300 North Zeeb Road, Ann Arbor, Michigan | 48103-1553 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (734) 761-4700
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 (see General Instruction A.2. below):
| ¨ | 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 420.14a-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 2.02 Results of Operations and Financial Condition
On October 21, 2004, ProQuest Company issued a press release announcing financial results for the quarter ended October 2, 2004. A copy of this press release is attached hereto as Exhibit 99.1.
In addition to the issuance of a press release, ProQuest Company also conducted a conference call regarding results for the quarter ended October 2, 2004. A transcript of this conference call is attached hereto as Exhibit 99.2.
This information shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release* by ProQuest Company, dated October 21, 2004 announcing results for the quarter ended October 2, 2004.
* The press release is being furnished pursuant to Item 3.01, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
99.2 Transcript of ProQuest Company’s October 21, 2004 Conference Call regarding results for the quarter ended October 2, 2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed in its behalf by the undersigned thereunto duly authorized.
| PROQUEST COMPANY | ||||
| DATE: October 27, 2004 |
/s/ Kevin G. Gregory | |||
| Kevin G. Gregory Senior Vice President, Chief Financial Officer, and Assistant Secretary | ||||
EXHIBIT INDEX
| Exhibit No. |
Description of Document | |
| 99.1 | Press Release by ProQuest Company, dated October 21, 2004 announcing results for the quarter ended October 2, 2004. | |
| 99.2 | Transcript of ProQuest Company’s October 21, 2004 Conference Call regarding results for the quarter ended October 2, 2004. | |