UNITED STATES
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): January 28, 2010
VERINT SYSTEMS INC.
(Exact name of registrant as specified in its charter)
Delaware | 0-49790 | 11-3200514 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
330 South Service Road, Melville, New York |
11747 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (631) 962-9600
None |
(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 7.01 Regulation FD Disclosure.
On January 28, 2010, Verint Systems Inc. issued a press release announcing an update on its financial statements filings and that it will be providing selected unaudited financial information for the years ended January 31, 2006, 2007, 2008, 2009 and 2010 on Wednesday, February 3, 2010. A copy of this press release is attached as Exhibit 99.1 hereto. Such information (including the exhibit hereto) 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, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description |
|
99.1
|
Press Release of Verint Systems Inc., dated January 28, 2010. |
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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.
Verint Systems Inc.
Date: January 28, 2010
By: /s/ Peter Fante
Name: Peter Fante
Title: Chief Legal Officer
EXHIBIT INDEX
Exhibit Number |
Description |
|
99.1
|
Press Release of Verint Systems Inc., dated January 28, 2010. |
Exhibit 99.1
Contacts:
Investor Relations
Alan Roden
Verint Systems Inc.
(631) 962-9304
alan.roden@verint.com
Press Release
Verint to Provide Selected Unaudited Financial Information on Wednesday, February 3, 2010 After Market Close
Comprehensive 10-K Filing Delayed
MELVILLE, N.Y., January 28, 2010 – Verint® Systems Inc. (VRNT.PK) today announced that it will be providing selected unaudited financial information on Wednesday, February 3, 2010 after market close for the years ended January 31, 2006, 2007, 2008, 2009 and 2010.
Update on Financial Filings
The Company is now substantially complete with its Comprehensive 10-K
document for the years ended January 31, 2006, 2007 and 2008, and had
expected to file it this week. However, the Company is currently not in a
position to file its Comprehensive 10-K because of an unexpected recent change
in the allocation of net operating loss carryforwards (“NOL”) it
received from Comverse Technology, Inc. (“Comverse”), its majority
stockholder, for the year ended January 31, 2003 and earlier years (i.e.,
prior to Verint’s initial public offering).
To the extent that the Comverse NOLs would require further modification, the portion allocated to Verint may also be modified. Certain other changes at Comverse could also affect Verint. Therefore, while Verint is substantially complete with its Comprehensive 10-K, it will only be in a position to file after receiving the necessary information from Comverse.
“We look forward to providing selected unaudited financial information next week, and completing our filings as soon as possible,” said Dan Bodner, Verint’s CEO and President.
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About Verint Systems Inc.
Verint® Systems Inc. is a global leader in Actionable
Intelligence® solutions and value-added services. Our solutions enable
organizations of all sizes to make timely and effective decisions to improve
enterprise performance and make the world a safer place. More than 10,000
organizations in over 150 countries including over 80% of the Fortune
100 use Verint solutions to capture, distill, and analyze complex and
underused information sources, such as voice, video, and unstructured text.
Headquartered in Melville, New York, we support our customers around the globe
directly and with an extensive network of selling and support partners. Visit
us at our website www.verint.com.
Cautions About Forward-Looking
Statements
This press release contains “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, including statements regarding expectations, predictions,
views, opportunities, plans, strategies, beliefs, and statements of similar
effect relating to Verint Systems Inc.’s expectations with respect to the
timing of the filing of its financial statements and the possible consequences
if it is unable to meet such timing. These forward-looking statements are not
guarantees of future performance and they are based on management’s
expectations that involve a number of risks and uncertainties, any of which
could cause actual results to differ materially from those expressed in or
implied by the forward-looking statements. Important risks, uncertainties, and
other factors that could cause our actual results to differ materially from our
forward-looking statements contained in this press release include
(i) risks relating to our ability to provide the selected unaudited
financial information as set forth herein and the filing of our SEC reports,
including the occurrence of known contingencies or unforeseen events that could
further delay completion of our outstanding financial statements necessary to
provide the selected unaudited financial information and to file the SEC
reports and (ii) the risk that the SEC could initiate an administrative
proceeding pursuant to Section 12(j) to revoke the registration of our common
stock under the Exchange Act because we will not complete our SEC filings by
January 29, 2010. We assume no obligation to revise or update any
forward-looking statement except as otherwise required by law.
VERINT, the VERINT logo, ACTIONABLE INTELLIGENCE, POWERING ACTIONABLE INTELLIGENCE, WITNESS ACTIONABLE SOLUTIONS, STAR-GATE, RELIANT, VANTAGE, X-TRACT, NEXTIVA, EDGEVR, ULTRA, AUDIOLOG, WITNESS, the WITNESS logo, IMPACT 360, the IMPACT 360 logo, IMPROVE EVERYTHING, EQUALITY, CONTACTSTORE, EYRETEL, BLUE PUMPKIN SOFTWARE, BLUE PUMPKIN, the BLUE PUMPKIN logo, EXAMETRIC and the EXAMETRIC logo, CLICK2STAFF, STAFFSMART, AMAE SOFTWARE and the AMAE logo are trademarks and registered trademarks of Verint Systems Inc. Other trademarks mentioned are the property of their respective owners.
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