Item 2.02 Results of Operations and Financial Condition.
Attached hereto as Exhibit 99.1 is the Registrant's press release reflecting
earnings information for the quarter and fiscal year ended December 31, 2012.
The press release contains information regarding EBITDA (earnings before
interest, taxes, depreciation and amortization), which is a non-GAAP financial
measure as defined in Item 10(e) of Regulation S-K. The press release also
contains a reconciliation of EBITDA to the Registrant's reported earnings before
income taxes. Management of the Registrant believes that presentation of EBITDA
is useful to investors, as among other things, this information impacts certain
financial covenants under the Registrant's senior credit facilities and the
indenture governing its 65/8% senior unsecured notes due November 2020. While
management believes this non-GAAP financial measure is useful in evaluating the
Registrant, this information should be considered as supplemental in nature and
not as a substitute for or superior to the related financial information
prepared in accordance with GAAP. Further, the non-GAAP financial measure may
differ from similar measures presented by other companies.
Pursuant to General Instruction B.2. of Form 8-K, all of the information
contained in this Form 8-K and the accompanying exhibit shall be deemed to be
"furnished" and not "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and, therefore, shall not be incorporated by
reference in any filing under the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press Release, dated January 28, 2013.