UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

Form 10-K/A

(Amendment No. 1)

 

(Mark One)

 

x      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2011

 

or

 

o       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from         to

 

Commission file number 1-12793

 


 

StarTek, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

84-1370538

(State or other jurisdiction of

 

(I.R.S. employer

incorporation or organization)

 

Identification No.)

 

 

 

44 Cook Street, 4th Floor

 

 

Denver, Colorado

 

80206

(Address of principal executive offices)

 

(Zip code)

 

(303) 262-4500

(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Name of Each Exchange on Which Registered

Common Stock, $.01 par value

 

New York Stock Exchange, Inc.

 

Securities registered pursuant to Section 12(g) of the Act:  None

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes o  No x

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o  No x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x  No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):

 

Large accelerated filer o

 

Accelerated filer o

 

 

 

Non-accelerated filer x

 

Smaller reporting company o

(Do not check if a smaller reporting company)

 

 

 

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes o  No x

 

As of February 15, 2012, 15,267,407 shares of common stock were outstanding. The aggregate market value of common stock held by non-affiliates of the registrant on June 30, 2011 was $38.3 million, based upon the closing price of the registrant’s common stock as quoted on the New York Stock Exchange composite tape on such date. Shares of common stock held by each executive officer and director and by certain persons who owned more than 5% of the outstanding common stock as of such date who likely are affiliates have been excluded, as such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

Part III incorporates certain information by reference from the registrant’s proxy statement to be delivered in connection with its 2012 annual meeting of stockholders.  With the exception of certain portions of the proxy statement specifically incorporated herein by reference, the proxy statement is not deemed to be filed as part of this Form 10-K.

 

 

 



 

EXPLANATORY NOTE

 

This Amendment No. 1 to the Annual Report on Form 10-K/A (“Amendment No. 1”) is filed for the sole purpose of correcting a typographical error in the Properties table included under Item 2 of Part I that appeared in the Annual Report on Form 10-K for the year ended December 31, 2011 that was filed by StarTek, Inc. with the Securities and Exchange Commission on March 9, 2012 (the “Original Filing”).  The reference in the Properties table to footnote (g) was inadvertently included at the end of the row for the 35,000 square foot property located in Greeley, Colorado when it should have been included at the end of the row for the 88,000 square foot property located in Greeley, Colorado.  This correction is reflected in the Properties table included in this Amendment No. 1.

 

Except as described above, no other changes have been made to the Original Filing, and this Amendment No. 1 does not otherwise amend, update or change the financial statements or disclosures in the Original Filing.

 

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Part I

 

ITEM 2.  PROPERTIES

 

As of December 31, 2011, we owned or leased the following facilities, containing in the aggregate approximately 1.1 million square feet:

 

Properties

 

Year Opened

 

Approximate
Square Feet

 

Leased or Owned

 

U.S. Facilities

 

 

 

 

 

 

 

Greeley, Colorado

 

1998

 

35,000

 

Company Owned

 

Laramie, Wyoming

 

1998

 

22,000

 

Company Owned (c)

 

Grand Junction, Colorado

 

1999

 

46,350

 

Leased

 

Greeley, Colorado

 

1999

 

88,000

 

Company Owned (g)

 

Enid, Oklahoma

 

2000

 

47,500

 

Company Owned

 

Grand Junction, Colorado

 

2000

 

54,500

 

Leased (h)

 

Decatur, Illinois

 

2003

 

37,500

 

Leased

 

Lynchburg, Virginia

 

2004

 

38,600

 

Leased

 

Collinsville, Virginia

 

2004

 

49,250

 

Leased (f)

 

Denver, Colorado

 

2004

 

23,000

 

Leased (a)

 

Victoria, Texas

 

2008

 

54,100

 

Leased (d)

 

Mansfield, Ohio

 

2008

 

31,000

 

Leased

 

Jonesboro, Arkansas

 

2008

 

65,400

 

Leased

 

Canadian Facilities

 

 

 

 

 

 

 

Kingston, Ontario

 

2001

 

49,000

 

Company Owned

 

Cornwall, Ontario

 

2001

 

22,100

 

Leased

 

Regina, Saskatchewan

 

2003

 

62,000

 

Leased (b)

 

Thunder Bay, Ontario

 

2006

 

33,000

 

Leased (e)

 

Philippine Facilities

 

 

 

 

 

 

 

Makati City, Philippines

 

2008

 

78,000

 

Leased

 

Ortigas, Philippines

 

2010

 

159,000

 

Leased

 

Costa Rica Facility

 

 

 

 

 

 

 

Heredia, Costa Rica

 

2010

 

37,000

 

Leased

 

Honduras Facility

 

 

 

 

 

 

 

San Pedro Sula, Honduras

 

2011

 

39,100

 

Leased

 

 


(a)  Company headquarters, which houses executive and administrative employees.

 

(b)  Our Regina, Saskatchewan facility ceased operations in February 2009.

 

(c)  Our Laramie, Wyoming facility ceased operations in January 2010 and is listed as held for sale in our Consolidated Balance Sheets.

 

(d)  Our Victoria, Texas facility ceased operations in January 2010 and is currently being sublet through the remaining lease term.

 

(e)  Our Thunder Bay, Ontario facility ceased operations in March 2010 and is currently being sublet through the remaining lease term.

 

(f)  Our Collinsville, Virginia facility ceased operations in February 2012 and the lease expired in February 2012.

 

(g)  Our Greeley, Colorado facility ceased operations in December 2010 and is listed as held for sale in our Consolidated Balance Sheets.

 

(h)  Our Grand Junction, Colorado facility ramped down operations in December 2010.

 

Substantially all of our facility space can be used to support any of our business process outsourced services. We believe our existing facilities are adequate for our current operations. We intend to maintain efficient levels of excess capacity to enable us to readily provide for needs of new clients and increasing needs of existing clients.  We hold unencumbered, fee simple title to our company-owned facilities.

 

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SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-K/A to be signed on its behalf by the undersigned thereunto duly authorized.

 

STARTEK, INC.

(REGISTRANT)

 

 

 

 

 

 

By:

/s/ CHAD A. CARLSON

 

Date: May 31, 2012

 

Chad A. Carlson

 

 

 

President and Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

 

 

 

 

 

 

 

 

 

By:

/s/ LISA A. WEAVER

 

Date: May 31, 2012

 

Lisa A. Weaver

 

 

Senior Vice President, Chief

 

 

Financial Officer and Treasurer

 

 

(Principal Financial and Accounting Officer)

 

 

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STARTEK, INC.

INDEX OF EXHIBITS

 

Exhibit

 

 

 

Incorporated Herein by Reference

No.

 

Exhibit Description

 

Form

 

Exhibit

 

Filing Date

31.1*

 

Certification of Chad A. Carlson pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

31.2*

 

Certification of Lisa A. Weaver pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

 


*      Filed with this Form 10-K.

 

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