Current Report Filing (8-k)
May 23 2019 - 4:23PM
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): May 21, 2019
GENPACT LIMITED
(Exact
name of registrant as specified in its charter)
|
|
|
|
|
Bermuda
|
|
001-33626
|
|
98-0533350
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
Canons Court, 22 Victoria Street
Hamilton HM 12, Bermuda
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code:
(441) 294-8000
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:
☐
|
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))
|
☐
|
Pre-commencement
communications pursuant to
Rule 13e-4(c) under
the Exchange Act (17 CFR
240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of each class
|
|
Trading
Symbol(s)
|
|
Name of each exchange
on which registered
|
Common shares, par value $0.01 per share
|
|
G
|
|
New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 1.01
|
Entry into a Material Definitive Agreement.
|
On May 21, 2019, Genpact Limited (the Company) entered into an underwriting agreement (the Underwriting Agreement) with certain
selling shareholders affiliated with Bain Capital Investors, LLC and its
co-investor,
GIC Private Limited (collectively, the Selling Shareholders), and Citigroup Global Markets Inc. as sole
underwriter, relating to the sale of 10,000,000 common shares (the Shares) of the Company pursuant to the terms of that certain amended and restated shareholders agreement, dated as of October 25, 2012, by and among the Company and
the Selling Shareholders.
The Company is not selling any common shares in, and will not receive any proceeds from, the offering.
The Shares will be offered and sold pursuant to a shelf registration statement that the Company filed with the Securities and Exchange Commission, which
became effective on April 22, 2019 (File
No. 333-230982).
A prospectus supplement, dated May 21, 2019, relating to the offering was filed with the Securities and Exchange Commission. The
offering is expected to close on May 24, 2019, subject to customary closing conditions.
The foregoing description of the Underwriting Agreement does
not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached to this Current Report on Form
8-K
as Exhibit 1.1 hereto and is incorporated
herein by reference.
A copy of the legal opinion and consent of Appleby (Bermuda) Limited, Bermuda counsel to the Company, is attached to this Current
Report on Form
8-K
as Exhibit 5.1 hereto.
Item 9.01
|
Financial Statements and Exhibits.
|
(d) Exhibits:
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.
|
|
|
|
|
|
|
|
|
|
|
GENPACT LIMITED
|
|
|
|
|
Date: May 23, 2019
|
|
|
|
By:
|
|
/s/ Heather D. White
|
|
|
|
|
Name:
|
|
Heather D. White
|
|
|
|
|
Title:
|
|
Senior Vice President, General Counsel and Secretary
|
Genpact (NYSE:G)
Historical Stock Chart
From Mar 2024 to Apr 2024
Genpact (NYSE:G)
Historical Stock Chart
From Apr 2023 to Apr 2024