false 0001604028 0001604028 2021-05-20 2021-05-20

 

 

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): August 5, 2021

 

ADVANCED DRAINAGE SYSTEMS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-36557

51-0105665

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

4640 Trueman Boulevard,

Hilliard, Ohio 

 

43026

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (614) 658-0050

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 (see General Instructions 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 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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.01 par value per share

 

WMS

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 


 

 

Item 2.02Results of Operations and Financial Condition

 

On August 5, 2021, Advanced Drainage Systems, Inc. (the “Company”) issued a press release setting forth the Company’s unaudited results for the first quarter ended June 30, 2021. A copy of the Company’s press release with the results is being furnished as Exhibit 99.1 and hereby incorporated by reference.

 

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under Section 18 of the Exchange Act and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

 

Item 7.01Regulation FD Disclosure

 

As previously announced, at 10:00 a.m. (Eastern time) on August 5, 2021, the Company’s President and Chief Executive Officer, Scott Barbour, and Chief Financial Officer, Scott Cottrill, will host a conference call and webcast to discuss the Company’s unaudited results for the first quarter ended June 30, 2021. A copy of the Company’s slides forming the basis of the presentation is being furnished as Exhibit 99.2 and hereby incorporated by reference.  

 

The live webcast will also be accessible via the “Events Calendar” section of the Company’s Investor Relations website, www.investors.ads-pipe.com. An archived version of the webcast will be available for 90 days following the call.

 

Item 8.01Other Events

 

On August 5, 2021, the Company issued a press release announcing the approval by the Board of Directors (the “Board”) of the Company of the declaration of a cash dividend of $0.11 per share, payable on September 15, 2021, to stockholders of record at the close of business on September 1, 2021. A copy of the Company’s press release is attached hereto as Exhibit 99.3 and hereby incorporated by reference. 

 

Item 9.01Financial Statements and Exhibits.

 

(d)

Exhibits

The following exhibits are being furnished as part of this report:

 

99.1

 

Press Release of Advanced Drainage Systems, Inc., dated August 5, 2021 regarding earnings

 

 

 

99.2

 

Presentation slides, dated August 5, 2021 regarding earnings

 

 

 

99.3

 

Press Release of Advanced Drainage System, Inc., dated August 5, 2021, regarding dividend

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1


 

 

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 hereunto duly authorized.

 

 

ADVANCED DRAINAGE SYSTEMS, INC.

 

 

 

 

Date: August 5, 2021

By:

 

/s/ Scott A. Cottrill

 

Name:

 

Scott A. Cottrill

 

Title:

 

EVP, CFO & Secretary

 

 

2