Form 8-K Current Report

 

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: July 22, 2003

 


 

CONVERGYS CORPORATION

(Exact name of registrant as specified in its charter)

 

Ohio   1-4379   31-1598292

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

201 East Fourth Street

Cincinnati, Ohio

  45202
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (513) 723-7000

 



Form 8-K   Convergys Corporation

 

Item 9.   Regulation FD Disclosure and Item 12. Results of Operations and Financial Conditions

 

On July 22, 2003, Convergys Corporation reported its results for the second quarter ended June 30, 2003. The earnings release for the second quarter ended June 30, 2003 is attached as Exhibit 99.1. The attached exhibit is furnished pursuant to Item 9 and Item 12 of Form 8-K.

 

The earnings release contains non-GAAP financial measures, including pro forma net income and pro forma diluted earnings per share, which are not prepared in accordance with GAAP. A reconciliation of these non-GAAP measures to the comparable GAAP measures is included in the financial tables that are part of the earnings release. In addition to the non-GAAP financial measures contained in the earnings release, during the one-hour conference call scheduled on Wednesday, July 23, at 10:00 AM, EDT, to discuss the company’s first quarter results, Convergys will disclose free cash flow, which is a non-GAAP financial measure defined as cash flows from operations less the change in the balance of the accounts receivable securitization and capital expenditures. A reconciliation of free cash flow to the comparable GAAP measure is available at www.convergys.com in the section “Invest in Convergys.”

 

These non-GAAP financial measures should not be construed as being more important to comparable GAAP measures. They are presented because the Convergys Corporation management uses this information when evaluating the company’s results of operations and cash flow and believes that this information provides the users of the financial statements with an additional and useful comparison of the company’s current results of operations and cash flows with past and future periods.

 

Item 7.   Exhibits

 

(c) Exhibits:

 

99.1    Earnings Release of Convergys Corporation dated July 22, 2003.


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.

 

CONVERGYS CORPORATION

By:

 

/s/    WILLIAM H. HAWKINS II        


   

William H. Hawkins II

Senior Vice President General Counsel

and Secretary

 

Date: July 22, 2003


EXHIBIT INDEX

 

Exhibit No.

    
99.1   

Earnings Release of Convergys Corporation dated July 22, 2003