0001188112-11-002324.txt : 20110815 0001188112-11-002324.hdr.sgml : 20110815 20110815160014 ACCESSION NUMBER: 0001188112-11-002324 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110811 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110815 DATE AS OF CHANGE: 20110815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INNOTRAC CORP CENTRAL INDEX KEY: 0001051114 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 581592285 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23741 FILM NUMBER: 111036153 BUSINESS ADDRESS: STREET 1: 6655 SUGARLOAF PARKWAY CITY: DULUTH STATE: GA ZIP: 30097 BUSINESS PHONE: 678-584-4000 MAIL ADDRESS: STREET 1: 6655 SUGARLOAF PARKWAY CITY: DULUTH STATE: GA ZIP: 30097 8-K 1 t71320_8k.htm FORM 8-K t71320_8k.htm


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) August 11, 2011 
 INNOTRAC CORPORATION
 (Exact Name of Registrant as Specified in Charter)
 
Georgia 
(State or Other Jurisdiction of Incorporation)
 
000-23741
58-1592285
(Commission File Number)
(IRS Employer Identification No.)

6465 East Johns Crossing
Johns Creek, GA
 
 
30097
(Address of Principal Executive Offices)
(Zip Code)
 
(678) 584-4000
(Registrant’s Telephone Number, Including Area Code)
 
 
 
(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 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 5.02
DEPARTURE OF AND APPOINTMENT OF DIRECTOR
 
On August 15, 2011, Innotrac Corporation ("Innotrac") issued a press release announcing that Innotrac had appointed James W. Childs as a member of the Board of Directors of the Company, effective August 11, 2011.  Mr. Childs is an independent Director under the requirements for independent directors defined by the Securities and Exchange Commission and Nasdaq.  Additionally, he will serve as Chairman of the Nominating Committee and as a member of the Audit Committee of the Board.
 
There is no arrangement or understanding between Mr. Childs and any other person pursuant to which Mr. Childs was elected as a director of Innotrac.  There are no transactions in which Mr. Childs has an interest requiring disclosure under Item 404(a) of Regulation S-K.
 
Mr. Childs will replace Mr. Martin Blank who served as a Director since 1997 and who, having decided to retire, tendered his resignation on August 11, 2011.
 
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
 
(d)           Exhibits.
 
Exhibit No.
Description
99.1
Innotrac Corporation press release dated August 15, 2011, announcing Innotrac’s appointment of Jim Childs as a member of the Company’s Board of Directors.

 
 

 
 
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.

   
INNOTRAC CORPORATION
     
     
   
/s/ Scott D. Dorfman 
 Date:  August 15, 2011 
 
Scott D. Dorfman
President, Chairman and Chief Executive Officer
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm

Exhibit 99.1
 
Innotrac Announces Appointment of Jim Childs as a Director of the Company

ATLANTA, GA (August 15, 2011) – Innotrac Corporation (NASDAQ-GM: INOC) announced the appointment of James (Jim) W. Childs as a member of the Board of Directors of the Company, effective August 11, 2011.
 
Mr. Childs is an independent Director under the requirements for independent directors defined by the Securities and Exchange Commission and Nasdaq.  Additionally he will serve as Chairman of the Nominating Committee and a member of the Audit Committees of the Board.
 
Mr. Childs earned an MBA in 1995 from Harvard University and a BBS in Accounting from the University of Georgia in 1990.  He is the founder and current Managing Partner of Childs Advisory Partners, LLC, an investment banking firm focused on high performance business services companies, as well as a Board Member of Marist School and a previous Board Member of ITAA, a leading trade association for IT services.
 
Prior to founding Childs Advisory Partners, he was the Chief Executive Officer of AirServ, a diversified service provider to the aviation industry.  From 1998 to 2004 he co-founded and acted as Chief Executive Officer of Impact Innovations Group, an IT staffing / services firm with $100 million in annual revenue, and from 1995 to 1998 he was a Vice President of Investment Banking for Robinson-Humphrey/Solomon Smith Barney.
 
“We are extremely excited to have Jim join our board.  Jim has experience from founding two successful service businesses and he has consulted with many middle market companies on their strategic business plans.  We look forward to benefitting from his experience and expertise as he contributes to our future success,” said Scott Dorfman.
 
Jim will replace Mr. Martin Blank, who served as a Director since 1997 and who, having decided to retire, tendered his resignation from the Board on August 11, 2011.
 

 
Innotrac
Innotrac Corporation, founded in 1984 and based near Atlanta, Georgia, is a full-service fulfillment and logistics provider serving enterprise clients and world-class brands.  The Company employs sophisticated order processing and warehouse management technology and operates seven fulfillment centers and one call center spanning all time zones across the continental United States.  Innotrac Europe GmbH has a network of fulfillment centers, call centers, and returns processing facilities with operations in the UK, Germany, France, Denmark, Sweden, Poland, Austria, Italy, Switzerland and the Netherlands.  For more information about Innotrac, visit the Innotrac Website, www.innotrac.com.

 
 

 
 
Information contained in this press release, other than historical information, may be considered forward-looking in nature.  Forward-looking statements are subject to various risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected.  Among the key factors that may have a direct bearing on Innotrac’s operating results, performance or financial condition are competition, the demand for Innotrac’s services, Innotrac’s ability to retain its current clients, Innotrac’s success in growing its existing client base, developing new business, Innotrac’s ability to maintain or improve gross margins in the face of increasing revenues, reducing operating costs in response to reduced service revenues, realization of expected revenues from new clients, the general state of the  industries that the Company serves, changing technologies, Innotrac’s ability to maintain profit margins in the face of pricing pressures and numerous other factors discussed in Innotrac’s 2010 Annual Report on Form 10-K and other filings on file with the Securities and Exchange Commission.  Innotrac disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of new information, future events or otherwise.
 

Contact

George Hare
Chief Financial Officer
678-584-4020
ghare@innotrac.com
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