SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

FORRESTER RESEARCH, INC.

(Exact name of registrant as specified in its charter)

Delaware		000-21433		04-2797789
(State or other jurisdiction		(Commission File Number)		(I.R.S. Employer
of incorporation)				Identification Number)

400 Technology Square
Cambridge, Massachusetts 02139
(Address of principal executive offices, including zip code)

(617) 613-6000
(Registrant’s telephone number, including area code)

N/A (Former Name or Former Address, if Changes 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:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Page 1 of 3
Exhibit Index appears on Page 3

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     The information contained in this Form 8-K/A is furnished pursuant to Item 2.02 of Form 8-K “Results of Operations and Financial Condition”. This information and the exhibits hereto are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended. The information contained in this report shall not be incorporated by reference into any filing of Forrester Research, Inc. with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

     On February 10, 2011, Forrester Research, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2010. The consolidated statements of income attached to the press release and included within the Company’s Current Report on Form 8-K dated February 10, 2011 (“Form 8-K”) did not reflect certain reclassifications for the quarter and year ended 2009 within the line items “costs of services and fulfillment” and “selling and marketing”. The reclassifications did not have an effect on total operating expenses or income from operations. The Company is filing this amendment to the Form 8-K to replace the previously submitted version of the consolidated statements of income with the consolidated statements of income attached as an exhibit hereto.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

     (d) Exhibits

     99.1 Consolidated statements of income for the quarter and year ended December 31, 2010 and December 31, 2009.

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.

Date: February 14, 2011

Exhibit Index

Exhibit		Description		Page
99.1		Consolidated Statements of Income for the quarter and year ended December 31, 2010		4

Exhibit 99.1

 

(In thousands, except per share data)

		Three months ended								Year ended
		December 31,								December 31,
		2010				2009				2010				2009
Revenues:
Research services		$	45,445			$	40,758			$	168,508			$	157,726
Advisory services and other			21,671				20,728				82,218				75,626
Total revenues			67,116				61,486				250,726				233,352
Operating expenses:
Cost of services and fulfillment			25,079				22,049				94,105				87,873
Selling and marketing			23,627				18,469				84,663				72,487
General and administrative			9,547				7,993				33,960				28,461
Depreciation			888				1,069				3,628				4,380
Amortization of intangible assets			905				539				3,620				2,290
Reorganization costs			—				2,300				—				5,441
Total operating expenses			60,046				52,419				219,976				200,932
Income from operations			7,070				9,067				30,750				32,420
Other income (loss), net			(29	)			115				1,249				2,297
Gains (losses) on investments, net			472				701				2,301				(982	)
Income before income taxes			7,513				9,883				34,300				33,735
Income tax provision			3,384				4,100				13,793				14,869
Net Income		$	4,129			$	5,783			$	20,507			$	18,866
Diluted income per share		$	0.18			$	0.26			$	0.89			$	0.82
Diluted weighted average shares outstanding			23,134				22,678				23,063				22,884
Basic income per share		$	0.18			$	0.26			$	0.91			$	0.83
Basic weighted average shares outstanding			22,543				22,372				22,478				22,645
Pro forma data (1):
Income from operations		$	7,070			$	9,067			$	30,750			$	32,420
Amortization of intangible assets			905				539				3,620				2,290
Duplicate lease costs			487				—				875				—
Reorganization costs			—				2,300				—				5,441
Acquisitions costs (credits)			256				—				(70	)			—
Stock-based compensation included in the following expense categories:
Cost of services and fulfillment			507				480				2,094				2,961
Selling and marketing			234				239				943				1,123
General and administrative			447				471				1,837				2,027
Pro forma income from operations			9,906				13,096				40,049				46,262
Other income (loss), net			(29	)			115				1,249				2,297
Pro forma income before income taxes			9,877				13,211				41,298				48,559
Pro forma income tax provision			3,951				5,284				16,519				19,424
Pro forma net income		$	5,926			$	7,927			$	24,779			$	29,135
Pro forma diluted income per share		$	0.26			$	0.35			$	1.07			$	1.27
Diluted weighted average shares outstanding			23,134				22,678				23,063				22,884