-----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, UGuaS8gdk2aL2FpBU0rmvHgMaOikuncYCUk9kir4U7cQcE1TCtcPoiH2/46bFQ9X RuH8ZA3nIDQl2H8xwFMUjA== 0000950135-08-000796.txt : 20080212 0000950135-08-000796.hdr.sgml : 20080212 20080211185647 ACCESSION NUMBER: 0000950135-08-000796 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080211 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080212 DATE AS OF CHANGE: 20080211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PAREXEL INTERNATIONAL CORP CENTRAL INDEX KEY: 0000799729 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 042776269 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21244 FILM NUMBER: 08595251 BUSINESS ADDRESS: STREET 1: 195 WEST ST CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 7814879900 MAIL ADDRESS: STREET 1: 195 WEST ST CITY: WALTHAM STATE: MA ZIP: 02451 8-K 1 b68525pie8vk.htm FORM 8-K - PAREXEL INTERNATIONAL CORPORATION e8vk
 

 
 
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): February 11, 2008
 
PAREXEL International Corporation
  
(Exact name of registrant as specified in charter)
         
Massachusetts   000-21244   04-2776269
         
(State or other jurisdiction
of incorporation
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
200 West Street, Waltham, Massachusetts   02451
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (781) 487-9900
 
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 obligations for 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 8.01.   Other Events.
     On February 11, 2008, PAREXEL International Corporation announced that its Board of Directors had approved a two-for-one stock split in the form of a stock dividend to be paid to the Company’s stockholders of record as of the close of business on February 22, 2008. Stockholders of record will be issued one additional share of common stock for every share of common stock held. It is expected that the new shares will be distributed in book form to stockholders on March 3, 2008 through the Direct Registration System, and that the share price will be adjusted accordingly on the NASDAQ Global Select Market for trading beginning March 4, 2008. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01.   Financial Statements and Exhibits.
(c)   Exhibits.
         
Exhibit No.   Description
         
  99.1    
Press release dated February 11, 2008.
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.
         
Date: February 11, 2008   PAREXEL International Corporation
 
 
  By:   /s/ James F. Winschel, Jr.    
    James F. Winschel, Jr.   
    Senior Vice President and Chief
Financial Officer 
 
 

 

EX-99.1 2 b68525piexv99w1.htm EX-99.1 - PRESS RELEASE DATED FEBRUARY 11, 2008 exv99w1
 

Exhibit 99.1
     
CONTACTS:
  James Winschel, Senior Vice President and Chief Financial Officer
Jill Baker, Vice President of Investor Relations
+1-781-434-4118
PAREXEL INTERNATIONAL ANNOUNCES 2-FOR-1 STOCK SPLIT
Boston, MA, February 11, 2008 — PAREXEL International Corporation (NASDAQ: PRXL) announced today that its Board of Directors has approved a 2-for-1 split of its Common Stock, which will be effected by means of a 100% stock dividend.
Holders of PAREXEL’s Common Stock will receive one additional share of Common Stock for each share of Common Stock held on the record date of February 22, 2008. The additional shares will be distributed on or about March 3, 2008 by PAREXEL’s transfer agent, Computershare Trust Company, N.A., and trading of PAREXEL shares on a split-adjusted basis will begin on March 4, 2008.
As of February 8, 2008, PAREXEL had approximately 28.4 million shares of Common Stock outstanding. Following the stock split, the number of outstanding shares of Common Stock will increase to approximately 56.8 million.
Josef von Rickenbach, Chairman and CEO stated, “The stock split reflects the confidence that we have for PAREXEL’s future growth prospects and opportunities. We believe this action will serve to attract a broader base of investors by making our stock more accessible, while at the same time further improving liquidity.”
About the Company
PAREXEL International Corporation is a leading global bio/pharmaceutical services organization, providing a broad range of knowledge-based contract research, medical communications and consulting services to the worldwide pharmaceutical, biotechnology and medical device industries. Committed to providing solutions that expedite time-to-market and peak-market penetration, PAREXEL has developed significant expertise across the development and commercialization continuum, from drug development and regulatory consulting to clinical pharmacology, clinical trials management, medical education and reimbursement. Perceptive Informatics, Inc., a subsidiary of PAREXEL, provides advanced technology solutions, including medical imaging, to facilitate the clinical development process. Headquartered near Boston, Massachusetts, PAREXEL operates in 64 locations throughout 51 countries around the world, and has over 7,320 employees. For more information about PAREXEL International visit www.PAREXEL.com.
This release contains “forward-looking” statements regarding future results and events. For this purpose, any statements contained herein that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words “believes,” “anticipates,” “plans,” “expects,” “intends,” “appears,” “estimates,” “projects,” “targets,” and similar expressions are also intended to identify forward-looking statements. The forward-looking

 


 

statements in this release involve a number of risks and uncertainties. The Company’s actual future results may differ significantly from the results discussed in the forward-looking statements contained in this release. Important factors that might cause such a difference include, but are not limited to, risks associated with: actual operating performance; actual expense savings and other operating improvements resulting from recent restructurings; the loss, modification, or delay of contracts which would, among other things, adversely impact the Company’s recognition of revenue included in backlog; the Company’s dependence on certain industries and clients; the Company’s ability to win new business, manage growth and costs, and attract and retain employees; the Company’s ability to complete additional acquisitions and to integrate newly acquired businesses or enter into new lines of business; the impact on the Company’s business of government regulation of the drug, medical device and biotechnology industry; consolidation within the pharmaceutical industry and competition within the biopharmaceutical services industry; the potential for significant liability to clients and third parties; the potential adverse impact of health care reform; and the effects of exchange rate fluctuations and other international economic, political, and other risks. Such factors and others are discussed more fully in the section entitled “Risk Factors” of the Company’s Quarterly Report on Form 10-Q for the period ended December 31, 2007 as filed with the SEC on February 7, 2008, which “Risk Factors” discussion is incorporated by reference in this press release. The forward-looking statements included in this press release represent the Company’s estimates as of the date of this release. The Company specifically disclaims any obligation to update these forward-looking statements in the future. These forward-looking statements should not be relied upon as representing the Company’s estimates or views as of any date subsequent to the date of this press release.
PAREXEL is a registered trademark of PAREXEL International Corporation, and Perceptive Informatics is a trademark of Perceptive Informatics, Inc. All other names or marks may be registered trademarks or trademarks of their respective business and are hereby acknowledged.

 

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