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
May 24, 2004
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Date of Report (Date of earliest event reported)
Euronet Worldwide, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
000-22167
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(Commission File Number)
74-2806888
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(IRS Employer Identification No.)
4601 College Boulevard
Leawood, Kansas 66211
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(Address of principal executive offices)
(913) 327-7200
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(Registrant's telephone number, including area code)
Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit
Plans.
On May 24, 2004, Euronet Worldwide, Inc. (the "Company") received a notice
required under Section 101(i)(2)(E) of the Employment Retirement Income Security
Act of 1974 regarding a blackout period under the Euronet Worldwide, Inc. 401(k)
Plan (the "Plan"). During this blackout period, Plan participants will be
temporarily prevented from engaging in transactions involving the Company's
common stock, $0.02 par value ("Common Stock"), or associated derivative
securities held in their individual accounts. Pursuant to Section 306(a) of the
Sarbanes-Oxley Act of 2002 and Regulation BTR promulgated thereunder, the
Company mailed a notice to its directors and executive officers: (a) informing
them that a blackout period is expected to begin during the calendar week of
June 20, 2004 and end during the calendar week of July 24, 2004, and (b)
notifying them that during the blackout period they may not, directly or
indirectly, purchase, sell or otherwise acquire or transfer any shares of Common
Stock if those shares were acquired in connection with their service or
employment as a director or executive officer. A copy of the notice dated June
1, 2004 is attached hereto as Exhibit 99 and is incorporated herein by
reference.
During the blackout period, Plan participants will not be able to exercise any
rights otherwise available under the Plan, which rights include: (a) accessing,
directing or diversifying investments in their individual accounts, (b)
obtaining loans from the Plan, or (c) obtaining distributions from the Plan. The
reason for the blackout period is to permit the Plan to transfer administration
of the Plan from Putnam Investments to the Principal Financial Group(R).
During the blackout period and for a period of two years after the end of the
blackout period, a security holder or other interested person may obtain from
the Company, without charge, the actual start and end dates of the blackout
period by calling Erin Fisher, a Senior Client Implementation Manager with
Principal Financial Group(R) at (800) 543-4015 extension 20037, or Debbie Long
at Euronet Worldwide, Inc. at (913) 327-4243.
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.
Euronet Worldwide, Inc.
/s/ Jeffrey B. Newman
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Executive Vice President
and General Counsel
Date: June 1, 2004
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INDEX TO EXHIBITS
Exhibit No. Description
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99 Notice to Directors and Executive Officers dated June 1, 2004.
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Exhibit 99
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NOTICE OF UPCOMING BLACKOUT PERIOD
EURONET WORLDWIDE, INC. 401(k) PLAN
To: Directors and Executive Officers and the Securities and Exchange
Commission
From: Euronet Worldwide, Inc.
Date: June 1, 2004
1. This notice is to inform you that, effective the week of June 20, 2004,
the Euronet Worldwide, Inc. 401(k) Plan (the "Plan") will transfer
administration of the Plan from Putnam Investments to the Principal
Financial Group(R).
2. As a result of this change, Plan participants will temporarily be unable
to exercise any rights otherwise available under the Plan, which rights
include: (a) accessing, directing or diversifying investments in their
individual accounts, (b) obtaining loans from the Plan, or (c) obtaining
distributions from the Plan. This temporary period is called a "blackout
period."
3. The blackout period for the Plan is expected to begin during the calendar
week of June 20, 2004 and end during the calendar week of July 24, 2004.
During these weeks, you may obtain, without charge, information as to
whether the blackout period has begun or ended by calling either Erin
Fisher, a Senior Client Implementation Manager with Principal Financial
Group(R)at (800) 543-4015 extension 20037, or Debbie Long at Euronet
Worldwide, Inc. at (913) 327-4243. In addition, for a period of two years
after the end of the blackout period, you may obtain from the Company,
without charge, the actual start and end dates of the blackout period by
calling either Erin Fisher or Debbie Long at the above telephone numbers.
4. Pursuant to the Sarbanes-Oxley Act of 2002 and Regulation BTR promulgated
thereunder, you are prohibited, during the blackout period, from directly
or indirectly purchasing, selling or otherwise acquiring or transferring
any shares of Euronet Worldwide, Inc.'s common stock, $0.02 par value, if
those shares were acquired in connection with your service or employment
as a director or executive officer. There are certain limited exceptions
to this prohibition, which include acquisitions pursuant to dividend or
interest reinvestment plans and purchases or sales pursuant to a trading
arrangement that satisfies the affirmative defense conditions of Rule
10b5-1 under the Securities Exchange of 1934.
5. If you have any questions concerning this notice or any particular
exemption to the prohibition that may be applicable to you, please contact
either Debbie Long at Euronet Worldwide, Inc., 4601 College Blvd., Suite
300, Leawood, Kansas 66211-1678, (913) 327-4243, or Erin Fisher, a Senior
Client Implementation Manager with the Principal Financial Group(R), 711
High Street, Des Moines, Iowa 50392, (800) 543-4015 extension 20037.