UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) November 21, 2008
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ALIGN
TECHNOLOGY, INC.
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(Exact
Name of Registrant as Specified in Its
Charter)
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Delaware
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(State
or Other Jurisdiction of
Incorporation)
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0-32259
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94-3267295
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(Commission
File Number)
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(IRS
Employer Identification No.)
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881
Martin Avenue, Santa Clara, California
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95050
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(408)
470-1000
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(Registrant’s
Telephone Number, Including Area
Code)
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Not
applicable
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(Former
Name or Former Address, if Changed Since Last
Report)
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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):
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))
ITEM
7.01 Regulation FD Disclosure.
On
November 21, 2008, Align Technology, Inc. (“Align”) is giving a
presentation in Las Vegas, Nevada to financial analysts in
conjunction with its Invisalign Summit for Orthodontic Practices which
is
being simultaneously webcast to the public. This presentation includes certain
updated revenue guidance for the quarter ending December 31, 2008 that was
previously issued on October 28, 2008.
Based
upon quarter to date results, Align expects case volumes to be at the lower
end
of the range of its previously issued outlook of 52,500 to 55,000 cases.
Combined with the exchange rate impact on European revenues from an increasingly
stronger U.S. dollar, Align expects revenue to be at the lower end of the range
of its previously issued outlook of $72.5 million to $76.5 million. Align’s
outlook for GAAP EPS remains unchanged at $0.01 to $0.03.
Align
is
not updating or commenting on any other component of its previously provided
business outlook for the fourth quarter of 2008 or for the fiscal year ending
December 31, 2008.
The
information contained in this Item 7.01, shall not be deemed “filed” with
the Securities and Exchange Commission nor incorporated by reference in any
registration statement filed by Align under the Securities Act of 1933, as
amended, unless specified otherwise.
Forward-Looking
Statement
This
current report on Form 8-K contains forward-looking statements regarding Align's
financial projections for the fourth quarter 2008. Forward-looking statements
contained in this report relating to expectations about future events or results
are based upon information available to Align as of the date hereof. Readers
are
cautioned that these forward-looking statements are only predictions and are
subject to risks, uncertainties and assumptions that are difficult to predict.
As a result, actual results may differ materially and adversely from those
expressed in any forward-looking statement. Factors that might cause such a
difference include, but are not limited to, decreased customer demand for
Invisalign, changes in consumer spending habits as a result of, among other
things, prevailing economic conditions, levels of employment, salaries and
wages
and consumer confidence and the timing of case submissions from our doctors
within a quarter. These and other risks are detailed from time to time in
Align's periodic reports filed with the Securities and Exchange Commission,
including, but not limited to, its Annual Report on Form 10-K for the fiscal
year ended December 31, 2007, which was filed with the Securities and Exchange
Commission on February 26, 2008. Align undertakes no obligation to revise or
update publicly any forward-looking statements for any reason.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Dated:
November 21, 2008
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ALIGN
TECHNOLOGY,
INC. |
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By:
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/s/ Roger E. George
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Roger
E. George
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Vice
President, Legal and Corporate Affairs, General Counsel and Corporate
Secretary
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