- Current report filing (8-K)
October 17 2008 - 4:08PM
Edgar (US Regulatory)
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):
October 17, 2008
SI International, Inc.
(Exact Name of Registrant as Specified in its
Charter)
Delaware
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000-50080
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52-2127278
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(State or Other
Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer
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Incorporation or
Organization)
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Identification No.)
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12012
Sunset Hills Road
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8
th
Floor
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Reston,
Virginia
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20190
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(Address of Principal
Executive Offices)
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(Zip Code)
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Registrants telephone number including area
code:
(703) 234-7000
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)
x
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
October 17, 2008, SI International, Inc., a Delaware corporation (the
Company) and Serco Group plc, a public limited company organized under the
laws of England and Wales (Serco Group), issued a press release announcing
that in connection with the Agreement and Plan of Merger (the Merger Agreement),
dated August 26, 2008, by and among the Company, Serco Group, Serco Inc.,
a New Jersey Corporation and Matador Acquisition Corporation, a Delaware
corporation and wholly-owed subsidiary of Serco Inc. (the Merger Agreement),
the waiting period required under the Hart-Scott Rodino Antitrust Improvement
Act of 1976, as amended (HSR), expired. The termination or expiration of the
HSR waiting period was one of the closing conditions set forth in the Merger
Agreement. The merger continues to be subject to, among other conditions,
certain other regulatory approvals, as well as the approval of the Companys
stockholders. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated by
reference herein.
Item 9.01. Financial Statements and Exhibits.
d) Exhibits.
Exhibit No.
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Description
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99.1
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Press release, dated
October 17, 2008, issued by SI International, Inc. and Serco Group
plc.
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2
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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SI International, Inc.
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By:
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/s/
S. Bradford Antle
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S.
Bradford Antle
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Chief
Executive Officer and President
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Date: October 17,
2008
3
EXHIBIT INDEX
Exhibit No.
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Description
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99.1
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Press release, dated
October 17, 2008, issued by SI International, Inc. and Serco Group
plc.
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4
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