-----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, OD0ZbsOS4HDbutkx0/7dpLJAmcRyNv5zhjBtnTSNjK4C6teTAQUEiwYEwj535OCu vC1FX39NW7fbffQLFD0cmg== 0000893816-05-000007.txt : 20050113 0000893816-05-000007.hdr.sgml : 20050113 20050113104418 ACCESSION NUMBER: 0000893816-05-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050107 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050113 DATE AS OF CHANGE: 20050113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INFOCROSSING INC CENTRAL INDEX KEY: 0000893816 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133252333 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20824 FILM NUMBER: 05527264 BUSINESS ADDRESS: STREET 1: 2 CHRISTIE HEIGHTS STREET CITY: LEONIA STATE: NJ ZIP: 07605 BUSINESS PHONE: 2018404700 MAIL ADDRESS: STREET 1: 2 CHRISTIE HEIGHTS STREET CITY: LEONIA STATE: NJ ZIP: 07605 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER OUTSOURCING SERVICES INC DATE OF NAME CHANGE: 19930328 8-K 1 k8-wjm.txt PROMOTION OF WILLIAM MCHALE TO CFO 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) January 7, 2005 --------------- INFOCROSSING, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) DELAWARE 0-20824 13-3252333 ------------------------------- ----------- ------------------ (State or other Jurisdiction of Commission (IRS Employer Incorporation or Organization) File Number Identification No.) 2 Christie Heights Street Leonia, New Jersey 07605 ------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (201) 840-4700 -------------- N/A ------------------------------------------------------------- (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)) SAFE HARBOR FOR FORWARD-LOOKING AND CAUTIONARY STATEMENTS This report may contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. As such, final results could differ from estimates or expectations due to risks and uncertainties, including but not limited to: incomplete or preliminary information; changes in government regulations and policies; continued acceptance of the Company's products and services in the marketplace; competitive factors; technological changes; retention of customers; the Company's dependence upon third-party suppliers; retention of customers; intellectual property rights; difficulties with the integration of Infocrossing West, Inc. f/k/a ITO Acquisition Corporation d/b/a Systems Management Specialists and Infocrossing Healthcare Services, Inc. and other risks. For any of these factors, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. ITEM 5.02(c) APPOINTMENT OF PRINCIPAL OFFICER Effective January 7, 2005, the Company promoted William J. McHale to the new position of Chief Financial Officer, responsible for the Company's finance, accounting and treasury functions. Mr. McHale, 50, joined Infocrossing in September 2002 as Senior Vice President of Finance and will retain that title. Mr. McHale is also Treasurer. He has nearly 30 years experience in senior finance and operations roles. Prior to joining Infocrossing, from 1990 through 2001, Mr. McHale was Chief Financial Officer and Executive Vice President at Eden LLC, a regional importer and distributor. He assisted with that company's sale of its brand and licensing rights to Learning Curve International. Prior to Eden, Mr. McHale held senior operations and finance positions with Amerada Hess Corporation and several private companies. Mr. McHale, a Certified Public Accountant (NJ and NY) also spent six years with Arthur Andersen & Co. Mr. McHale holds a Bachelor of Science degree in accounting and finance from Kings College in Wilkes-Barre, PA. ITEM 9.01(c) EXHIBITS. 99.1 Press Release of the Company dated January 7, 2005 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. INFOCROSSING, INC. Date: January 13, 2005 By: /s/ NICHOLAS J. LETIZIA ---------------------------------- Nicholas J. Letizia SVP, General Counsel & Secretary EX-99 2 x99_wjm.txt PRESS RELEASE EXHIBIT 99.1 INFOCROSSING (logo) Contacts: CHAIRMAN AND CEO INVESTOR RELATIONS Zach Lonstein Jennifer Schlueter Infocrossing, Inc. Infocrossing, Inc. (201) 840-4710 (201) 840-4945 zlonstein@infocrossing.com jschlueter@infocrossing.com - -------------------------- --------------------------- INVESTOR RELATIONS Matthew Hayden Hayden Communications (858) 456-4533 matt@haydenir.com - -------------------------- WILLIAM J. MCHALE APPOINTED CHIEF FINANCIAL OFFICER OF INFOCROSSING, INC. LEONIA, NEW JERSEY, JANUARY 7, 2005 - INFOCROSSING, INC. (NASDAQ: IFOX), a provider of selective IT outsourcing and business processing solutions, announced today that William J. McHale, age 50, has been promoted to the new position of Chief Financial Officer, responsible for the Company's finance, accounting and treasury functions. Mr. McHale joined Infocrossing in September 2002 as Senior Vice President of Finance and will retain such office as well as the office of treasurer. He has nearly 30 years experience in senior finance and operations roles working for Eden LLC, Amerada Hess Corporation, Arthur Andersen and several private companies. Mr. McHale holds a Bachelor of Science degree in accounting and finance from Kings College in Wilkes-Barre, PA and is a Certified Public Accountant (NJ and NY). "I am pleased to announce Bill's promotion and recognize his many contributions since joining the Company over two years ago," stated Zach Lonstein, Chairman and CEO of Infocrossing. "He has been instrumental in leading a number of financial transactions in support of our growth strategy. We look forward to his continued success in his new role as CFO," Mr. Lonstein concluded. ABOUT INFOCROSSING, INC. (http://www.infocrossing.com) --------------------------- Infocrossing, Inc. (IFOX) is a provider of selective IT outsourcing services, delivering the computing platforms and proprietary systems that enable companies, regardless of industry, to process data and safely share information within their business, and between their customers, suppliers and distribution channels. Leading companies leverage Infocrossing's robust computing infrastructure, skilled technical team, and process-driven operations to reduce costs and improve service delivery by outsourcing the operation of mainframes, mid-range, open system servers, networks, Internet security and business processes to Infocrossing. SAFE HARBOR FOR FORWARD-LOOKING AND CAUTIONARY STATEMENTS This release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. As such, final results could differ from estimates or expectations due to risks and uncertainties, including but not limited to: incomplete or preliminary information; changes in government regulations and policies; continued acceptance of the Company's products and services in the marketplace; competitive factors; technological changes; the Company's dependence upon third-party suppliers; intellectual property rights; difficulties with the integration of Infocrossing West, Inc. f/k/a ITO Acquisition Corporation d/b/a Systems Management Specialists and Infocrossing Healthcare Services, Inc. and other risks. For any of these factors, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. # # # -----END PRIVACY-ENHANCED MESSAGE-----