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EX-99.1 - EX-99.1 - TNS INC | a12-6555_2ex99d1.htm |
EX-99.2 - EX-99.2 - TNS INC | a12-6555_2ex99d2.htm |
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
March 6, 2012
Date of Report (Date of earliest event reported)
TNS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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1-32033 |
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36-4430020 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of incorporation or organization) |
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File No.) |
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Identification No.) |
11480 Commerce Park Drive, Suite 600, Reston, Virginia 20191-1406
(Address of principal executive offices and zip code)
(703) 453-8300
(Registrants telephone number, including area code)
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):
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 2.02. Results of Operations and Financial Condition.
On March 6, 2012, TNS, Inc. announced its results of operations for the fourth quarter and year-ended December 31, 2011. A copy of the related press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. In addition, certain supplemental information not included in the press release is furnished herewith as Exhibit 99.2 and is incorporated by reference herein.
This information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Appointment of President. On March 6, 2012, the company announced that Michael Q. Keegan, the companys Chief Operating Officer, had been appointed President of the company. He will also retain the title of Chief Operating Officer. A copy of the related press release is furnished herewith as Exhibit 99.1. Information with respect to Mr. Keegan is hereby incorporated by reference to the information set forth in the companys proxy statement filed with the SEC on April 15, 2011, and supplemented by the information set forth in the companys Form 8-K dated February 29, 2012 and filed with the SEC on March 6, 2012.
Item 7.01. Regulation FD Disclosure.
On March 6, 2012, TNS, Inc. announced its results of operations for the fourth quarter and year-ended December 31, 2011. A copy of the related press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. In addition, certain supplemental information not included in the press release is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
This information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 |
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Press release issued March 6, 2012 regarding earnings and financial results for the fourth quarter and year-ended December 31, 2011, and appointment of Michael Q. Keegan as President of the company. |
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Exhibit 99.2 |
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Certain supplemental information not included in the press release. |
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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TNS, INC. |
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Dated: March 6, 2012 |
By: |
/s/ Henry H. Graham, Jr. |
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Henry H. Graham, Jr. |
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Chief Executive Officer |
Exhibit Index
Exhibit |
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Number |
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Description |
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99.1 |
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Press Release issued March 6, 2012 regarding earnings and financial results for the fourth quarter and year-ended December 31, 2011, and appointment of Michael Q. Keegan as President of the company. |
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99.2 |
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Certain supplemental information not included in the press release. |