Form 8-K
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 10, 2002
BearingPoint, Inc.
(Exact name of registrant as specified in its charter)
Delaware
|
|
001-31451
|
|
22-3680505
|
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
1676 International Drive
McLean, VA 22102
(Address of principal executive offices)
(703) 747-3000
(Registrants telephone number,
including area code)
Item 5. Other Events
On December 10, 2002, BearingPoint, Inc. (the Company) announced a re-alignment of BearingPoint GmbH, the Companys German, Austrian, and Swiss
consulting operations formerly known as KPMG Consulting AG. The restructuring of these operations, which the Company acquired in August 2002, results from a careful evaluation of changing market demands for systems integration and business
consulting services in these regions.
In conjunction with this restructuring, the Company plans to reduce its
workforce by approximately 700 employees, in order to balance workforce capacity with market demand for services. The action impacts approximately four percent of the Companys global workforce and is limited to its German, Austrian and Swiss
consulting operations. This reduction-in-force and its associated expenses were previously accounted for as part of the acquisition of KPMG Consulting AG, as previously publicly reported. As a result, the Company does not expect to take a
non-operating charge to earnings related to these actions.
As a result of the realignment, the remaining 2,100
employees of BearingPoint GmbH will be reorganized into four divisions:
|
· |
|
The Business Consulting unit will house the industry-focused lines of business, specifically Financial Services, Communications & Content, Consumer
& Industrial Markets, and Infrastructure Services (including public sector); |
|
· |
|
The Global Solutions Delivery unit will concentrate on the delivery of transnational projects and will allow BearingPoint GmbHs SAP expertise to be
fully leveraged on the European and Global level; |
|
· |
|
The creation of the Managed Services unit will bring together existing resources to better serve this growing market throughout Europe; and
|
|
· |
|
The Technology Procurement Services unit will provide product support services including value-added reselling and product development resources.
|
Other measures that were announced included strengthening BearingPoint GmbHs sales force
and enhancing the Companys ability to manage resources in the region. The re-aligned structure will also facilitate integration with the Company globally.
Forward-Looking Statements
This Current Report on Form 8-K contains
forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements relate to the Companys operations that are based on the Companys current expectations,
estimates and projections. Words such as may, will, could, would, should, anticipate, predict, potential, continue, expects,
intends, plans, projects, believes, estimates, and similar expressions are used to identify these forward-looking statements. These statements are only predictions and as such are not
guarantees of future performance because they involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based
2
upon assumptions as to future events or the Companys future financial performance that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed
or forecast in these forward-looking statements. As a result, these statements speak only as of the date they were made, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
The Companys actual results may differ from the forward-looking
statements for many reasons, including:
|
|
|
the business decisions of the Companys clients regarding the use of the Companys services; |
|
|
|
the timing of projects and their termination; |
|
|
|
the availability of talented professionals to provide the Companys services; |
|
|
|
the pace of technological change; |
|
|
|
the strength of the Companys joint marketing relationships; |
|
|
|
the actions of the Companys competitors; and |
|
|
|
unexpected difficulties associated with the Companys recent acquisitions, group hires and other transactions involving BearingPoint GmbH and the former
Andersen BC Practices. |
In addition, the Companys results and forward-looking statements
could be affected by general domestic and international economic and political conditions, including the current slowdown in the economy, uncertainty as to the future direction of the economy and vulnerability of the economy to domestic or
international incidents, as well as market conditions in the Companys industry. For a more detailed discussion of certain of these factors, see Factors Affecting Future Financial Results attached as Exhibit 99.1 to the
Companys Form 10-Q for the quarter ended September 30, 2002, Factors Affecting Future Financial Results in the Companys most recent Form 10-K and similar sections in the Companys filings with the Securities and Exchange
Commission, which describe risks and factors that could cause results to differ materially from those projected in such forward-looking statements. The Company cautions the reader that these risk factors may not be exhaustive. The Company operates
in a continually changing business environment, and new risk factors emerge from time to time. Management cannot predict such new risk factors, nor can it assess the impact, if any, of such new risk factors on the Companys business or the
extent to which any factor, or combination of factors, may cause actual results to differ materially from those implied by any forward-looking statements.
3
SIGNATURE
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: December 13, 2002 |
|
BearingPoint, Inc. |
|
|
|
By: /s/ David W. Black |
|
|
|
|
|
David W. Black Executive Vice President, General Counsel and Secretary |
4