-----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, N2kLhIMbhSVtM/1YNIBMrGoZBIK9IXhjzA0/4RNXIbSSfNji0kk7cS0+qGw5WVb6 NJgTKsQGEWui6M25p6vYAA== 0001193125-10-213872.txt : 20100921 0001193125-10-213872.hdr.sgml : 20100921 20100921161436 ACCESSION NUMBER: 0001193125-10-213872 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100916 ITEM INFORMATION: Other Events FILED AS OF DATE: 20100921 DATE AS OF CHANGE: 20100921 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FTI CONSULTING INC CENTRAL INDEX KEY: 0000887936 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 521261113 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14875 FILM NUMBER: 101082799 BUSINESS ADDRESS: STREET 1: 500 EAST PRATT STREET STREET 2: SUITE 1400 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 561- 515-1900 MAIL ADDRESS: STREET 1: 777 SOUTH FLAGLER DRIVE STREET 2: SUITE 1500 CITY: WEST PALM BEACH STATE: FL ZIP: 33401 FORMER COMPANY: FORMER CONFORMED NAME: FORENSIC TECHNOLOGIES INTERNATIONAL CORP DATE OF NAME CHANGE: 19960306 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): September 16, 2010

 

 

 

FTI CONSULTING, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   001-14875   52-1261113

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

777 South Flagler Drive, Suite 1500 West Tower, West Palm Beach, Florida   33401
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (561) 515-1900

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 8.01 Other Events.

As previously disclosed, on September 16, 2010, FTI Consulting, Inc. (“FTI”) issued a press release announcing that it had priced its private offering of $400 million aggregate principal amount of 6 3/4 % senior notes due 2020 (the “Notes”). The Notes will rank pari passu in right of payment with all of FTI’s existing and future senior indebtedness, if any, and senior in right of payment to all of FTI’s existing and future subordinated indebtedness. In connection with the offering, FTI entered into a purchase agreement, dated as of September 16, 2010 (the “Purchase Agreement”), with the guarantors party thereto (the “Guarantors”) and the representative of the several initial purchasers named therein. The Purchase Agreement includes the terms and conditions of the offer and sale of the Notes, customary representations and warranties and other terms and conditions customary in agreements of this type, including customary indemnification and contribution obligations.

The Notes will be issued under an indenture to be entered into among FTI, the Guarantors and Wilmington Trust Company, as trustee. The Notes will mature on October 1, 2020. The transaction is expected to close on September 27, 2010 and is subject to customary closing conditions.

The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold without registration unless such offer or sale is made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. This report shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities nor shall there be any sale of the Notes in any state or foreign jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or foreign jurisdiction.


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.

 

FTI CONSULTING, INC.
By:  

/s/ Eric B. Miller

  Name:   Eric B. Miller
  Title:   Executive Vice President, General Counsel and Chief Ethics Officer

Date: September 21, 2010

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