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): July 28, 2008
VIRTUSA CORPORATION
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-33625
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04-3512883 |
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(State or Other Juris-
diction of Incorporation
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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2000 West Park Drive
Westborough, Massachusetts
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01581 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (508) 389-7300
(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 (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition
On July 30, 2008, Virtusa Corporation announced its financial results for the quarter ended
June 30, 2008. The full text of the press release issued in connection with the announcement is
attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific
reference in such filing.
Item 8.01. Other Events
On July 28, 2008, Virtusa’s Board of Directors authorized a share repurchase program of up to $15
million of the Company’s common stock over the next 12 months. Share repurchases under the program
may be made through open market purchases or privately negotiated transactions in accordance with
applicable federal securities laws, including Rule 10b-18 of the
Exchange Act. While the board of directors has approved the share
purchasing guidelines, the timing of
repurchases and the exact number of shares of common stock to be purchased will be determined by
the Company’s management, at its discretion, and will depend upon market conditions and other factors. The
program will be funded using the Company’s cash on hand and cash generated from operations. The
program may be extended, suspended or discontinued at any time.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
99.1 Press Release issued by Virtusa Corporation on July 30, 2008.