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): July 6, 2010
CRA INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Massachusetts |
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000-24049 |
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04-2372210 |
(State or other jurisdiction |
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(Commission |
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(IRS employer |
of incorporation) |
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file number) |
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identification no.) |
200 Clarendon Street, Boston, Massachusetts |
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02116 |
(Address of principal executive offices) |
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(Zip code) |
Registrants telephone number, including area code: (617) 425-3000
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:
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 July 6, 2010, we issued a press release announcing that our board of directors has authorized an expanded share repurchase program of up to $5 million of our common stock, in addition to our currently existing share repurchase program. A copy of the press release 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.
(d) Exhibits
Number |
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Title |
99.1 |
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Press Release dated July 6, 2010 |
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.
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CRA INTERNATIONAL, INC. |
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Dated: July 6, 2010 |
By: |
/s/ Wayne D. Mackie |
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Wayne D. Mackie |
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Executive Vice President, Treasurer, and Chief Financial Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact: |
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Wayne Mackie |
Jim Buckley |
Executive Vice President, CFO |
Executive Vice President |
CRA International, Inc. |
Sharon Merrill Associates, Inc. |
617-425-3740 |
617-542-5300 |
CHARLES RIVER ASSOCIATES (CRA) ANNOUNCES EXPANDED SHARE REPURCHASE PROGRAM
BOSTON, July 6, 2010 Charles River Associates (NASDAQ: CRAI), a worldwide leader in providing management, economic, and financial consulting services, today announced that its Board of Directors has authorized an expanded share repurchase program of up to $5 million of its common stock, in addition to the currently existing share repurchase program. In June 2007, the Company announced that its Board of Directors authorized a share repurchase program of up to a total of 1,500,000 shares of its common stock. As of July 2, 2010, the Company has repurchased 1,340,182 shares under the existing plan.
CRA will finance the existing and expanded repurchase programs with available cash. The Company may repurchase shares in open market purchases or in privately negotiated transactions in accordance with applicable insider trading and other securities laws and regulations. The timing and extent to which the Company repurchases its shares will depend upon market conditions and other corporate considerations as may be considered in the Companys sole discretion. The Company currently has approximately 11.0 million shares of common stock outstanding.
CRA has the financial resources available to fund the existing and expanded share repurchase program while continuing to execute our corporate strategy, said Paul Maleh, CRAs President and CEO. We currently have in excess of $86 million in cash and equivalents and short-term investments and a $60 million revolving line of credit. We believe this additional repurchase program is a prudent use of capital and a reaffirmation of our commitment to building shareholder value over the long term.
About Charles River Associates (CRA)
Charles River Associates(R) is a global consulting firm specializing in litigation, regulatory, and financial consulting, and management consulting. CRA advises clients on economic and financial matters pertaining to litigation and regulatory proceedings, and guides corporations through critical business strategy and performance-related issues. Since 1965, clients have engaged CRA for its unique combination of functional expertise and industry knowledge, and for its objective solutions to complex problems. Headquartered in Boston, CRA has offices throughout North America, Europe, the Middle East, and Asia. Detailed information about Charles River Associates, a registered trade name of CRA International, Inc., is available at http://www.crai.com.
Statements in this press release concerning the Companys intent to purchase shares of common stock, its belief that its repurchase program is a prudent use of capital, its belief that it has the financial resources to fund the stock repurchase program, and statements using the terms anticipates, believes, expects, should, or similar expressions, are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. These statements are based upon managements current expectations and are subject to a number of factors and uncertainties. Information contained in these forward-looking statements is inherently uncertain and actual performance and results may differ materially due to many important factors. Such factors that could cause actual results to differ materially from any forward-looking statements made by the Company include, among others, the Companys restructuring costs and attributable annual cost savings, changes in the Companys effective tax rate, share dilution from the Companys convertible debt offering and stock-based compensation, dependence on key personnel, attracting and retaining qualified consultants, dependence on outside experts, utilization rates, factors related to its acquisitions, including integration of personnel, clients, offices, and unanticipated expenses and liabilities, the risk of impairment write downs to the Companys intangible assets, including goodwill, if the Companys enterprise value declines below certain levels, risks associated with acquisitions it may make in the future, risks inherent in international operations, the performance of NeuCo, changes in accounting standards, rules and regulations, changes in the law that affect its practice areas, management of new offices, the potential loss of clients, the ability of customers to terminate the Companys engagements on short notice, dependence on the growth of the
Companys business consulting practice, the unpredictable nature of litigation-related projects, the ability of the Company to integrate successfully new consultants into its practice, general economic conditions, intense competition, risks inherent in litigation, and professional liability. Further information on these and other potential factors that could affect the Companys financial results is included in the Companys periodic filings with the Securities and Exchange Commission. The Company cannot guarantee any future results, levels of activity, performance or achievement. The Company undertakes no obligation to update any of its forward-looking statements after the date of this press release.