Form 8-K

 

 

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) January 28, 2009

 

 

Robert Half International Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   01-10427   94-1648752

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

2884 Sand Hill Road, Menlo Park, CA   94025
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (650) 234-6000

NO CHANGE

(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 2.02    Results of Operations and Financial Condition.

On January 28, 2009, Robert Half International Inc. issued a press release reporting earnings for the fourth fiscal quarter of 2008. A copy of the press release is attached hereto as Exhibit 99.1.

The foregoing information in this Current Report on Form 8-K, including exhibit 99.1 attached hereto, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such future filing.

Item 8.01    Other Events.

The Company’s Form 10-Q for the quarter ended September 30, 2008 and the Company’s Form 10-K for the year ended December 31, 2007 contained disclosure of a matter brought by Plaintiff Don Tran on behalf of himself and a putative class of salaried Consultants and Senior Consultants, and a sub-class of terminated salaried Consultants and Senior Consultants, naming Protiviti Inc., a wholly owned subsidiary of the Company (“Protiviti”), as Defendant. As disclosed in the Company’s Form 10-Q for the quarter ended September 30, 2008, Plaintiffs filed a motion to certify the class on May 12, 2008 and Protiviti filed a motion to strike the class allegations on the same date. Although no order has been issued to date, on December 18, 2008, the Court ruled that it would certify two classes, one of California Consultants and another of California Senior Consultants, on overtime pay claims. The Court also ruled that it would deny certification, without prejudice, on claims for alleged unpaid meal and rest breaks. Further, it ruled that the Plaintiffs must submit a detailed trial plan, which the Court may use to revisit the class certification issue. The class has not yet been given notice of the action or the ruling. At this stage of the litigation, it is not feasible to predict its outcome or a range of loss, should a loss occur. Accordingly, no amounts will be provided in the financial statements to be included in the Company’s Form 10-K for the fiscal year ended December 31, 2008. Reference is made to Note G to the Notes to the Condensed Consolidated Financial Statements (unaudited) included in the Company’s Form 10-Q for the quarterly period ended September 30, 2008 for a more detailed description of this case.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits

 

Exhibit  

     

Description    

99.1      Robert Half International Inc. January 28, 2009, 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.

 

  Robert Half International Inc.
Date: January 28, 2009   By:  

/s/    M. Keith Waddell

  Name:  

M. Keith Waddell

  Title:   Vice Chairman, President and Chief Financial Officer