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 10, 2015
TEAM, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-08604 | 74-1765729 | ||
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
13131 Dairy Ashford, Suite 600
Sugar Land, Texas 77478
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (281) 331-6154
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 — CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 — CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the — Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the — Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On November 10, 2015, Team, Inc. (the “Company”) issued a press release disclosing a change in the Company’s fiscal year end from May 31 to December 31, effective immediately. As a result of this change, the Company will file a Transition Report on Form 10-K for the seven-month period ending December 31, 2015.
In conjunction with the change in the Company’s fiscal year end, the Company has scheduled its 2016 Annual Meeting of Shareholders for May 12, 2016. The Company’s bylaws require that if the date of the Company’s annual meeting has been changed by more than 30 days from the date of the previous year’s annual meeting, then a shareholder’s notice in order to be considered timely must be received by the secretary not later than the later of the close of business on the 60th day prior to such annual meeting or the tenth day following the day on which notice of the date of annual meeting was mailed or public disclosure of such date was made. As a result, proposals submitted for our 2016 Annual Meeting of Shareholders in accordance with the provisions of our Bylaws must be received no later than the close of business on March 11, 2016, and must otherwise comply with the requirements of our Bylaws.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is furnished as part of Item 5.03 of this Current Report on Form 8-K:
| Exhibit number | Description | |
| 99.1 | Team, Inc.'s Press Release issued November 10, 2015 | |
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.
TEAM, INC.
| By: /s/ Greg L. Boane | ||
| Greg L. Boane | ||
| Senior Vice President, Chief Financial Officer | ||
Dated: November 10, 2015
EXHIBIT 99.1
SUGAR LAND, Texas, Nov. 10, 2015 (GLOBE NEWSWIRE) -- Team, Inc. (NYSE:TISI) ("Team") today announced that its Board of Directors has approved a change in Team's fiscal year end from May 31 to December 31. This change in fiscal year end from May 31 to December 31 is being made to better align Team's reporting calendar with other NYSE listed companies.
About Team, Inc.
Headquartered near Houston, Texas, Team Inc. is a leading provider of specialty industrial services, including inspection and assessment, required in maintaining and installing high-temperature and high-pressure piping systems and vessels that are utilized extensively in the refining, petrochemical, power, pipeline and other heavy industries. Team offers these services in over 150 locations throughout the world. Team's common stock is traded on the New York Stock Exchange under the ticker symbol "TISI".
Certain forward-looking information contained herein is being provided in accordance with the provisions of the Private Securities Litigation Reform Act of 1995. We have made reasonable efforts to ensure that the information, assumptions and beliefs upon which this forward-looking information is based are current, reasonable and complete. Such forward-looking statements involve estimates, assumptions, judgments and uncertainties. There are known and unknown factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking information. Such known factors are detailed in the Company's Annual Report on Form 10-K and in the Company's Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission, and in other reports filed by the Company with the Securities and Exchange Commission from time to time. Accordingly, there can be no assurance that the forward-looking information contained herein will occur or that objectives will be achieved. We assume no obligation to publicly update or revise any forward-looking statements made today or any other forward-looking statements made by the company, whether as a result of new information, future events or otherwise.
CONTACT: Greg L. Boane (281)588-3341