Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 13, 2011

 

 

ENCORE CAPITAL GROUP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-26489   48-1090909
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

3111 Camino Del Rio North, Suite 1300, San Diego,

California

  92108
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (877) 445-4581

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))

 

 

 


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 13, 2011, the Board of Directors (the “Board”) of Encore Capital Group, Inc. (the “Company”), upon the recommendation of the Nominating Committee, appointed retired Brigadier General Francis E. Quinlan to serve as a director of the Board. There were no arrangements or understandings pursuant to which Mr. Quinlan was appointed as a director, and there are no related party transactions between the Company and Mr. Quinlan reportable under Item 404(a) of Regulation S-K. The Board has affirmatively determined that Mr. Quinlan qualifies as an “independent director” under the Nasdaq listing standards. Currently the Board does not expect Mr. Quinlan to serve on any committees of the Board.

Mr. Quinlan has practiced law for nearly thirty years, most recently at Newmeyer & Dillion LLP since May 2011. He previously served as an agent with the Federal Bureau of Investigation and has served in command positions at the Squadron, Air Group, Air Wing, Marine Expeditionary Force and Joint Force levels of the United States Marine Corps.

For his service as a non-executive director of the Board, Mr. Quinlan will receive the same retainer fees as other non-executive directors, pro-rated to reflect his term of service. A description of non-executive director retainer fees is set forth in the section entitled “Compensation Arrangements with Directors” in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on April 28, 2011, which section is incorporated herein by reference.

A copy of the Company’s press release announcing the appointment of Mr. Quinlan to the Board is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number    Description
Exhibit 99.1    Press release of Encore Capital Group, Inc. dated September 14, 2011


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.

 

ENCORE CAPITAL GROUP, INC.
By:  

/s/ Paul Grinberg

  Paul Grinberg
  Executive Vice President,
  Chief Financial Officer and Treasurer

Date: September 14, 2011


EXHIBIT INDEX

 

Exhibit Number    Description
Exhibit 99.1    Press release of Encore Capital Group, Inc. dated September 14, 2011
Press Release

Exhibit 99.1

LOGO

For Immediate Release

General Francis E. Quinlan Joins Encore Capital Group’s Board of Directors

SAN DIEGO – September 14, 2011 – Encore Capital Group today announced that Brigadier General Francis E. Quinlan, United States Marine Corps Reserve (Ret.), was elected to Encore’s Board of Directors at its meeting Tuesday, September 13th. General Quinlan has broad experience leading large organizations stemming from his duty as a U.S. Marine Corps commander, and has served previously as the chairman of various corporate board audit committees and as general counsel of a national nonprofit foundation. General Quinlan will serve as an independent director under the NASDAQ listing standards.

“Encore will benefit greatly from General Quinlan’s breadth of experience,” said Encore Executive Chairman George Lund. “In addition to a distinguished military career, General Quinlan brings significant expertise across various domains, a broadly balanced perspective as an independent director, and important background in governance, audit processes, and managing complex legal situations in the financial services sector that will serve the company well.”

General Quinlan has practiced law for nearly thirty years, most recently at Newmeyer & Dillion LLP. He served previously as an agent with the Federal Bureau of Investigation and has served in command positions at the Squadron, Air Group, Air Wing, Marine Expeditionary Force and Joint Force levels of the United States Marine Corps.

About Encore Capital Group, Inc.

Encore Capital Group is a leader in consumer debt buying and recovery. We purchase portfolios of defaulted consumer receivables from major banks, credit unions, and utility providers and partner with individuals as they repay their obligations and work toward financial recovery. Our success and future growth are driven by our sophisticated and widespread use of analytics, our broad investments in data and behavioral science, the significant cost advantages provided by both our operations in India and our enterprise-wide, account-level cost database, and our demonstrated commitment to conduct business ethically and in ways that support our consumers’ financial recovery.

Headquartered in San Diego, we are a publicly traded NASDAQ Global Select company (ticker symbol: ECPG) and a component stock of both the Russell 2000 and Wilshire 4500. More information about the Company can be found at http://www.encorecapital.com/.


Forward Looking Statements

The statements in this press release that are not historical facts, including, most importantly, those statements preceded by, or that include, the words “may,” “believe,” “projects,” “expects,” “anticipates” or the negation thereof, or similar expressions, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). These statements may include, but are not limited to, statements regarding our future operating results, performance, business plans or prospects. For all “forward-looking statements,” the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are discussed in the reports filed by the Company with the Securities and Exchange Commission, including the most recent reports on Forms 10-K, 10-Q and 8-K, each as it may be amended from time to time. The Company disclaims any intent or obligation to update these forward-looking statements.

For media inquiries, please contact:

George Durham

Encore Capital Group george.durham@encorecapital.com

(858) 309-9491

Mike Huckman

MSLGROUP, for Encore Capital mike.huckman@mslgroup.com

(212) 468-3968

Mary McCeney

MSLGROUP, for Encore Capital mary.mcceney@mslgroup.com

(212) 468-4053

SOURCE: Encore Capital Group, Inc.