-----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, JB6rK2k+08IE7xiSR5D3wEUXioNmKdgvLrGCK/FxNjjtOw+npuLn7ZneQu2mopOp qRuXQ6jbkLJ9KqPyxW96EA== 0000950134-04-018692.txt : 20041206 0000950134-04-018692.hdr.sgml : 20041206 20041206171413 ACCESSION NUMBER: 0000950134-04-018692 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041206 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041206 DATE AS OF CHANGE: 20041206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASPECT COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000779390 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942974062 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18391 FILM NUMBER: 041186833 BUSINESS ADDRESS: STREET 1: 1320 RIDDER PARK DRIVE CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4083252200 MAIL ADDRESS: STREET 1: 1320 RIDDER PARK DRIVE CITY: SAN JOSE STATE: CA ZIP: 95131 FORMER COMPANY: FORMER CONFORMED NAME: ASPECT TELECOMMUNICATIONS CORP DATE OF NAME CHANGE: 19940218 8-K 1 f03849e8vk.htm FORM 8-K e8vk
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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): December 6, 2004

Aspect Communications Corporation

(Exact name of registrant as specified in its charter)

0-18391
(Commission File Number)

     
California
(State or other jurisdiction of
incorporation)
  94-2974062
(I.R.S. Employer Identification No.)

1320 Ridder Park Drive
San Jose, CA 95131

(Address of principal executive offices, with zip code)

(408) 325-2200
(Registrant’s telephone number, including area code)

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 (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))



 


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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Item 7.01. Regulation FD Disclosure.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
ASPECT COMMUNICATIONS CORPORATION
INDEX TO EXHIBITS
EXHIBIT 99.1


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

  (b)   On December 6, 2004, Aspect Communications Corporation (“Aspect” or the “Company”) announced that Gary Wetsel, the Company’s Executive Vice President, Finance, Chief Financial Officer, and Chief Administrative Officer, is retiring at the end of March 2005 and will be available on a limited basis thereafter to assist in transition matters including 2004 year-end reporting. Mr. Wetsel ceased being the Company’s Executive Vice President, Finance, Chief Financial Officer, and Chief Administrative Officer effective on December 6, 2004.

  (c)   Effective December 6, 2004, James Reagan will join the Company as Executive Vice President and Chief Financial Officer. Since 2002 Mr. Reagan has been with American Management Systems, serving most recently as executive vice president and chief financial officer, and prior to that as senior vice president and controller. From 1999 to 2002 Mr. Reagan was vice president, finance and administration at Nextel Communications. Mr. Reagan is 46 years old. Aspect is entering into an employment agreement with Mr. Reagan that provides a base salary of $315,000 per year and will grant Mr. Reagan options to purchase 300,000 shares of the Company’s common stock, with an exercise price equal to the fair market value at the date of grant, which options will vest over four years: 25% on the first anniversary of his employment with the Company and the remaining amount on a monthly basis over the following three years. Mr. Reagan will also have the opportunity to earn a bonus, targeted at 70% of his eligible annual earnings. Mr. Reagan will be employed by the Company on an at-will basis.

Item 7.01. Regulation FD Disclosure.

     The Company issued a Press Release on December 6, 2004 announcing Mr. Reagan as its new Executive Vice President and Chief Financial Officer and announcing its expectations for the fourth quarter of 2004. The Press Release is included as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits.

     99.1 Aspect Communications Corporation’s Press Release of December 6, 2004.

2


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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 hereunto duly authorized.
         
  Aspect Communications Corporation


 
 
 
Date: December 6, 2004  By:   /s/ Gary E. Barnett    
   
 
    Gary E. Barnett,
President and Chief Executive Officer 
 
 

3


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ASPECT COMMUNICATIONS CORPORATION
INDEX TO EXHIBITS

     
Exhibit    
Number
  Description
99.1
  Aspect Communications Corporation’s Press Release of December 6, 2004.

 

EX-99.1 2 f03849exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1

FOR IMMEDIATE RELEASE

ASPECT COMMUNICATIONS ANNOUNCES UPCOMING
RETIREMENT OF CHIEF FINANCIAL OFFICER GARY A. WETSEL
AND NAMES JAMES C. REAGAN AS EXECUTIVE VICE PRESIDENT
AND CHIEF FINANCIAL OFFICER

SAN JOSE, Calif., Dec. 6, 2004 — Aspect Communications Corporation (Nasdaq: ASPT), a leading provider of enterprise customer contact solutions, today announced the retirement of Gary A. Wetsel, chief financial officer. James C. Reagan has been appointed executive vice president and chief financial officer effective immediately, reporting to Gary E. Barnett, president and chief executive officer. Through March 31, 2005, Wetsel will assist in transitional matters, including 2004 year-end reporting, and will be available on a limited basis thereafter to advise on any remaining transitional matters.

“I’d like to thank Gary Wetsel and acknowledge his significant contributions in both operational execution and building Aspect to the strong financial position we enjoy today,” said Barnett. “Gary’s guidance and dedication have been very important to our cost-reduction and financing initiatives. We wish him continued success with his future endeavors.”

“I’ve truly enjoyed leading the Aspect team and am proud of our many accomplishments,” said Wetsel. “I look forward to devoting more time to outside interests, including serving on corporate boards of directors. Additionally, I intend to work closely with Jim to ensure a smooth transition.”

James Reagan brings more than 20 years of experience to Aspect and most recently served as executive vice president and chief financial officer at American Management Systems, a large global software and IT consulting firm where he also previously served as senior vice president and controller. Reagan has also held management roles at Nextel Communications where he served as vice president of finance and administration and at MCI where he served as executive director of financial operations.

-more-


 

Aspect Announces Retirement of CFO Wetsel and Appointment of Reagan, page 2

“Jim is an extremely well-rounded senior finance executive with strong industry experience. His breadth and depth of knowledge in the wide range of areas that compose finance and operations, as well as his experience at large publicly held companies, really stand out,” said Barnett. “Also, he understands Aspect’s well established commitment to sound financial reporting practices and has the knowledge and expertise necessary to play a vital role on our strategic and financial planning team. We’re pleased to have an executive of Jim’s caliber join our executive management team.”

“I look forward to building upon the solid foundation that exists within the Aspect finance organization,” said Reagan. “I plan to keep our focus on long-term shareholder value by concentrating on ways to grow the business, profitability and on disciplined financial decision-making.”

Reagan is a certified public accountant whose background also includes roles held at ICF Kaiser International, The Rouse Company and Coopers & Lybrand. He holds a master’s degree in business administration from Loyola College and a bachelor’s degree in business administration from the College of William and Mary. He is a member of the American Institute of Certified Public Accountants.

The company also updated its fourth-quarter 2004 guidance. On Oct.19, 2004, the company gave guidance for total revenue to be in a range of $91 million to $93 million and for earnings per share to be in a range of $0.13 to $0.15. The company’s updated guidance is for total revenue to be in a range of $91 million to $93 million and for earnings per share to be in a range of $0.10 to $0.12, inclusive of a $0.03 non-cash charge for employee-related stock compensation, including expenses associated with the departure of Wetsel.

About Aspect Communications

Aspect Communications Corporation is a leading provider of contact center solutions and services that enable businesses to manage and optimize customer communications. Aspect’s global customer base includes more than two-thirds of the Fortune 50 and leading corporations in a range of industries, including transportation, financial services, insurance, telecommunications, retail and outsourcing, as well as large government agencies. The company’s leadership is based on 19 years of expertise. Aspect is headquartered in San Jose, Calif., with offices in countries around the world.

###

Certain statements contained in this press release, including but not limited to, statements relating to expected fourth-quarter total revenue and earnings per share are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the

 


 

Aspect Announces Retirement of CFO Wetsel and Appointment of Reagan, page 3

Securities and Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, and are made under its safe-harbor provisions. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Specific factors that may cause actual revenue and earnings per share results to differ include: the significant percentage of Aspect’s quarterly sales consummated in the last few days of the quarter and the potential for delays in closing of sales or product deliveries make financial predictions especially difficult and raise a substantial risk of variance in actual results; changes in the overall mix and volume of product line revenues can have a significant impact on gross margin and profitability; the loss of support customers or if one or more support contracts is delayed, reduced or cancelled; fluctuations in our North American and International business levels and/or economic conditions, the hiring and retention of key employees, insufficient, excess or obsolete inventory and variations in valuation, and foreign exchange rate fluctuations can all cause revenues and income to fall significantly short of anticipated levels. The economic, political and other uncertainties caused in the United States and throughout other regions of the world add to these challenges. Additional risks that could cause actual results to differ materially from those projected are discussed in Aspect’s Form 10-K/A for the year ended December 31, 2003, and Form 10-Q for the quarter ended September 30, 2004, as filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. Aspect undertakes no obligation to publicly release the results of any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Aspect, the Aspect logo and the phrases and marks relating to other Aspect products and services discussed in this press release constitute one or both of the following: (1) registered trademarks and/or service marks of Aspect Communications Corporation in the United States and/or other countries or (2) intellectual property subject to protection under common law principles. All other names and marks mentioned in this document are properties of their respective owners.

Contacts:

     
Jennifer Stroud
Public Relations
Aspect Communications
(615) 221-6842
jennifer.stroud@aspect.com
  Carrie Kovac
Investor Relations
Aspect Communications
(408) 325-2437
carrie.kovac@aspect.com

 

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