0000927016-01-503340.txt : 20011030 0000927016-01-503340.hdr.sgml : 20011030 ACCESSION NUMBER: 0000927016-01-503340 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011025 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KRONOS INC CENTRAL INDEX KEY: 0000886903 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 042640942 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20109 FILM NUMBER: 1767287 BUSINESS ADDRESS: STREET 1: 400 FIFTH AVENUE CITY: WALTHAM STATE: MA ZIP: 02154 BUSINESS PHONE: 6178903232 MAIL ADDRESS: STREET 1: 400 FIFTH AVE STREET 2: 400 FIFTH AVE CITY: WALTHAM STATE: MA ZIP: 02154 8-K 1 d8k.txt FORM 8K 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): October 25, 2001 Kronos Incorporated ----------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Massachusetts ----------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-20109 04-2640942 ------------------------- ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 297 Billerica Road Chelmsford, Massachusetts 01824 ------------------------------------ ---------- (Address of Principal Executive Offices) (Zip Code) (978) 250-9800 -------------------------------- (Registrant's Telephone Number, Including Area Code) _______________ (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS Kronos Incorporated (the "Registrant") is filing this Current Report on Form 8-K for the purpose of filing with the Securities and Exchange Commission as an exhibit hereto the Registrant's press release, dated October 25, 2001, announcing the declaration of a 3-for-2 stock split of the Registrant's Common Stock, par value $0.01 per share (the "Common Stock"), in the form of a 50% Common Stock dividend. The Common Stock dividend will be paid on or about November 15, 2001 to all holders of record as of the close of business on November 5, 2001 (the "Record Date"). The Registrant will not issue fractional shares of Common Stock in connection with the stock split and any holder of Common Stock who would otherwise be entitled to a fractional share will be paid an amount equal to the value of such fractional share interest based on the last reported sale price per share (at the 4:00 p.m. eastern standard time end of regular trading hours) of the Common Stock on the Record Date on the Nasdaq National Market. A copy of the Press Release issued in connection with the declaration of a 3-for-2 stock split in the form of a 50% Common Stock dividend is attached to this Current Report on Form 8-K as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Businesses Acquired Not Applicable. (b) Pro Forma Financial Information Not Applicable. (c) Exhibits 99.1 Press Release, dated October 25, 2001, issued in connection with the declaration of a 3-for-2 stock split in the form of a 50% Common Stock dividend. -2- SIGNATURE 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. KRONOS INCORPORATED Date: October 26, 2001 By: /s/ Paul A. Lacy ---------------------------- Paul A. Lacy Vice President, Administration Treasurer and Clerk -3- EXHIBIT INDEX Exhibit No. Description ---------- ----------- 99.1 Press Release, dated October 25, 2001, issued in connection with the declaration of a 3-for-2 stock split in the form of a 50% Common Stock dividend. -4- EX-99.1 3 dex991.txt PRESS RELEASE DATED OCTOBER 25, 2001 Exhibit 99.1 For Immediate Release Contact: Paul Lacy Kronos Incorporated (978) 947-4944 placy@kronos.com ---------------- Kronos(R) announces three-for-two stock split --------------------------------------------- CHELMSFORD, Mass., Oct. 25, 2001 - Kronos(R) Incorporated (Nasdaq: KRON), the leading provider of frontline labor management solutions, today announced that its Board of Directors has declared a three-for-two split of Kronos common stock in the form of a 50 percent stock dividend. On or about Nov. 15, 2001, Kronos will distribute one share of Kronos common stock for every two shares of common stock held by Kronos shareholders of record as of Nov. 5, 2001. Issuance of the new shares will increase the number of outstanding shares of Kronos stock to approximately 19 million. This is the third stock split since Kronos' initial public offering in June 1992. The other two were in January 1996 and March 1999. "This action underscores our confidence in Kronos' future," said Mark S. Ain, chief executive officer of Kronos. About Kronos Incorporated Kronos is the world's #1 provider of solutions for frontline labor management. Founded in 1977, Kronos has been universally recognized as the pioneer of labor management systems with over 50 percent market share and over 30,000 customers worldwide. The Chelmsford, Mass.-based company offers the industry's broadest suite of applications for managing employee time and activity data, scheduling the workforce, and providing frontline managers with the tools they need to measure and improve labor productivity. Kronos applications allow organizations of all sizes to automate labor management for their entire workforce. www.kronos.com ### (C) 2001 Kronos Incorporated. Kronos and the Kronos logo are registered trademarks of Kronos Incorporated. All other product and company names mentioned are used for identification purposes only and may be trademarks of their respective owners.