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) November 11, 2005
------------------------------
BRIGHTPOINT, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Indiana
--------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-23494 35-1778566
--------------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
501 Airtech Parkway, Plainfield, Indiana 46168
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(317) 707-2355
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
--------------------------------------------------------------------------------
(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):
[ ] 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On November 11, 2005 the Board of Directors of Brightpoint, Inc. (the "Company")
resolved to increase the additional Board compensation paid to the Chairperson
of the Board's Compensation and Human Resources Committee (the "Committee"),
currently Eliza Hermann, by $10,000 per year, making the total additional Board
compensation paid for service as the Chairperson of the Committee $30,000 per
year.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
(d) On November 11, 2005 the Board of Directors of the "Company" elected K.P.
Wilska to serve as a Class III Director and to serve on the Company's Corporate
Governance and Nominating Committee. A biography of Mr. Wilska follows:
Kari-Pekka Wilska became a member of Brightpoint's Board of Directors in
November 2005. Mr. Wilska is currently a venture partner in Austin Ventures, a
venture capital fund that focuses on investing in Texas. Prior thereto he was
president of Vertu Ltd. a venture within Nokia to develop, manufacture and
market luxury phones. Mr. Wilska served as the President of Nokia, Inc. (Nokia
Americas) from 1999 to December 2004, when he retired. Since November 2004, Mr.
Wilska has served as a director of Zarlink Semiconductor Inc. (NYSE:ZL), and
from June 2004 until its merger with American Tower Corporation in August 2005
he served as a director of SpectraSite, Inc. Mr. Wilska has over 31 years of
senior management experience in the telecommunications industry.
(b) On November 11, 2005 Catherine M. Dalton resigned from the Company's Board
of Directors.
ITEM 8.01 OTHER EVENTS.
On November 11, 2005, the Company announced that its previously announced $20
million share repurchase plan ("Share Repurchase Plan") has been increased and
extended. As of September 30, 2005, the Company had $7.0 million available to
repurchase its common shares under the Share Repurchase Plan. The Board of
Directors has approved the repurchase of an additional $18 million of its common
shares under the Share Repurchase Plan, for a total of up to an additional $25
million of its common shares. The Share Repurchase Plan, which was previously
scheduled to expire on December 31, 2005, has been extended to expire on
December 31, 2007. A copy of the press release announcing the increase and
extension of the Share Repurchase Plan is annexed hereto as Exhibit 99.1 and is
incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press release of Brightpoint, Inc. dated November 11, 2005.
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 thereunto duly authorized.
BRIGHTPOINT, Inc.
(Registrant)
By: /s/ Steven E. Fivel
-----------------------------------
Steven E. Fivel
Executive Vice President and
General Counsel
Date: November 17, 2005