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): August 7, 2007
HEWITT ASSOCIATES, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-31351 | 47-0851756 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 100 Half Day Road, Lincolnshire, Illinois | 60069 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrants’ telephone number, including area code: (847) 295-5000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
| ¨ | 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)) |
| x | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
| Item 2.02. | Results of Operations and Financial Condition. |
The information in this Item 2.02 of Form 8-K and Exhibits 99.1 and 99.2 attached hereto is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
On August 7, 2007, Hewitt Associates, Inc. issued a press release announcing its results of operations for the quarter ended June 30, 2007. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K.
In addition to the issuance of a press release, Hewitt Associates, Inc. conducted a conference call regarding its results of operations for the quarter ended June 30, 2007. The script of the conference call is attached as Exhibit 99.2 to this Form 8-K.
| Item 8.01. | Other Events |
On August 7, 2007, Hewitt Associates, Inc. issued a press release announcing a modified Dutch Auction tender offer for up to 15,625,000 shares of Class A Common Stock. A copy of this press release is attached as Exhibit 99.3.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following are furnished as exhibits to this report, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended:
| 99.1 | Press release announcing Hewitt Associates, Inc.’s results of operations for the quarter ended June 30, 2007. | |
| 99.2 | Script of Hewitt Associates, Inc.’s conference call regarding its results of operations for the quarter ended June 30, 2007. | |
The following is filed as an exhibit to this report.
| 99.3 | Press release announcing Hewitt Associates, Inc.’s modified Dutch Auction tender offer for up to 15,625,000 shares of Class A Common Stock. |
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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.
| HEWITT ASSOCIATES, INC. | ||
| By: | /s/ John J. Park | |
| Name: | John J. Park | |
| Title: | Chief Financial Officer | |
Date: August 7, 2007
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Exhibit Index
| Number | Description | |
| 99.1 | Press release announcing Hewitt Associates, Inc.’s results of operations for the quarter ended June 30, 2007. | |
| 99.2 | Script of Hewitt Associates, Inc.’s conference call regarding its results of operations for the quarter ended June 30, 2007. | |
| 99.3 | Press release announcing Hewitt Associates, Inc.’s Dutch Auction tender offer for up to 15,625,000 shares of Class A Common Stock. | |
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