-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CwB5knuWV/lWidPWJzHscUZzc9m9WYqXy4Yw3+HZZC1s4meUUtT4NHGvGZhOZVdw yHulAJyF0BlYfbnzVwrRSA== 0001362310-08-000108.txt : 20080114 0001362310-08-000108.hdr.sgml : 20080114 20080114144208 ACCESSION NUMBER: 0001362310-08-000108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080110 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080114 DATE AS OF CHANGE: 20080114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QAD INC CENTRAL INDEX KEY: 0001036188 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770105228 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22823 FILM NUMBER: 08528323 BUSINESS ADDRESS: STREET 1: 100 INNOVATION PLACE CITY: SANTA BARBARA STATE: CA ZIP: 93108 BUSINESS PHONE: 8055666000 MAIL ADDRESS: STREET 1: 100 INNOVATION PLACE CITY: SANTA BARBARA STATE: CA ZIP: 93108 8-K 1 c72054e8vk.htm 8-K Filed by Bowne Pure Compliance
 

 
 

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): January 10, 2008

QAD Inc.
(Exact name of registrant as specified in its charter)
         
Delaware   0-22823   77-0105228
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
100 Innovation Place, Santa Barbara, California
  93108
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (805) 566-6000
 
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:

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))

 
 

 

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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

QAD Inc.’s board of directors approved the appointment of Lee Roberts to its board of directors as an independent director on January 10, 2008. Lee Roberts, former Chairman and CEO of FileNet Corporation, is currently Vice President and General Manager of Content Management at IBM, where he returned upon their acquisition of FileNet in 2006. Mr. Roberts had previously spent more than 20 years in a variety of sales, marketing and product management positions at IBM. From 1997 to 2006, Mr. Roberts served in several senior executive management roles at FileNet, a leading provider of business process and content management solutions. He joined FileNet as President and Chief Operating Officer, was appointed Chief Executive Officer of the company in 1998 and added the title of Chairman in 2006.

It has not yet been determined on which committees of the board Mr. Roberts will serve. Mr. Roberts will be eligible to participate in QAD’s compensation program for independent directors of the board as previously disclosed in QAD’s Proxy Statement of May 18, 2007.

A copy of the press release announcing Mr. Roberts’s election is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

  d)   Exhibits.

     
Exhibit No.
  Description
 
   
99.1
  Press Release, dated as of January 14, 2008

 

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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 thereunto duly authorized.

QAD Inc.
(Registrant)

Date: January 14, 2008

By: /s/ Daniel Lender                              
Daniel Lender
Chief Financial Officer
(on behalf of the Registrant and as
Principal Financial Officer)

 

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Exhibit Index

     
Exhibit No.
  Description
 
   
99.1
  Press Release, dated as of January 14, 2008

 

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EX-99.1 2 c72054exv99w1.htm EXHIBIT 99.1 Filed by Bowne Pure Compliance
 

Exhibit 99.1

     
For More Information, Contact:
 
Aileen Osborn
QAD Vice President Finance
805.566.6077
investor@qad.com
  Laurie Berman/Rob Whetstone
PondelWilkinson Inc.
310.279.5980
investor@pondel.com

QAD Adds Lee Roberts to Board of Directors

Santa Barbara, Calif. — January 14, 2008 — QAD Inc. (NASDAQ: QADI), a leading provider of enterprise software and services for global manufacturers, today announced that Lee Roberts has been appointed to the Company’s board of directors. QAD’s board now totals seven members, five of whom are independent directors.

Roberts, 55, former Chairman and CEO of FileNet Corporation, is currently Vice President and General Manager, Content Management at IBM, where he returned upon their acquisition of FileNet in 2006. Roberts had previously spent a total of more than 20 years in a variety of sales, marketing and product management positions at IBM. From 1997 to 2006, Roberts served in several senior executive management roles at FileNet, a leading provider of business process and content management solutions. He joined FileNet as President and Chief Operating Officer, was appointed Chief Executive Officer of the company in 1998 and added the title of Chairman in 2006.

“We are thrilled to welcome Lee, as his background and experience will be a valuable complement to our current board” said Pam Lopker, Chairman and President of QAD. “Lee’s experience in leveraging FileNet’s extensive customer base, global presence and vast R&D capabilities will be valuable to us as QAD identifies new opportunities to provide innovative, leading-edge solutions to our manufacturing customers around the world.”

“I am excited to have joined one of the enterprise software industry’s brightest stars, and look forward to helping QAD enhance its position in the marketplace by driving their customers’ success and adding increased value to the global manufacturing chain,” said Roberts.

Roberts earned two bachelor’s degrees from California State University, San Bernardino and a master’s degree in business administration from the University of California, Riverside.

(more)

 


 

QAD Inc.
Page 2 of 2

About QAD

QAD is a leading provider of enterprise applications for global manufacturing companies. QAD applications provide critical functionality for managing manufacturing resources and operations within and beyond the enterprise, enabling global manufacturers to collaborate with their customers, suppliers and partners to make and deliver the right product, at the right cost and at the right time. Manufacturers of automotive, consumer products, electronics, food and beverage, industrial and life science products use QAD applications at approximately 5,800 licensed sites in more than 90 countries and in as many as 27 languages. For more information about QAD, telephone +1-805-684-6614, or visit the QAD Web site at: www.qad.com.

“QAD” is a registered trademark of QAD Inc. All other products or Company names herein may be trademarks of their respective owners.

Note to Investors:

This press release contains certain forward-looking statements made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. A number of risks and uncertainties could cause actual results to differ materially from those in the forward-looking statements. These risks include, but are not limited to, evolving demand for the company’s software products and products that operate with the company’s products; the company’s ability to sustain license and service demand; the company’s ability to leverage changes in technology; the company’s ability to sustain customer renewal rates at current levels; the publication of opinions by industry and financial analysts about the company, its products and technology; the reliability of estimates of transaction and integration costs and benefits; the entry of new competitors or new offerings by existing competitors and the associated announcement of new products and technological advances by them; delays in localizing the company’s products for new or existing markets; the ability to recruit and retain key personnel; delays in sales as a result of lengthy sales cycles; changes in operating expenses, pricing, timing of new product releases, the method of product distribution or product mix; timely and effective integration of newly acquired businesses; general economic conditions; exchange rate fluctuations; and, the global political environment. In addition, revenue and earnings in the enterprise resource planning (ERP) software industry are subject to fluctuations. Software license revenue, in particular, is subject to variability with a significant proportion of revenue earned in the last month of each quarter. Given the high margins associated with license revenue, modest fluctuations can have a substantial impact on net income. Investors should not use any one quarter’s results as a benchmark for future performance. For a more detailed description of the risk factors associated with the company and the industries in which it operates, please refer to the company’s Annual Report on Form 10-K for fiscal 2007 ended January 31, 2007.

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