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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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DATE OF REPORT: DECEMBER 23, 1998
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TEAM AMERICA CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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Ohio 0-21533 31-1209872
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(STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION NUMBER)
INCORPORATION OR
ORGANIZATION)
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110 E. Wilson Bridge Road
Worthington, Ohio 43085
(614) 848-3995
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER
INCLUDING AREA CODE OF REGISTRANT'S
PRINCIPAL EXECUTIVE OFFICES)
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Not Applicable
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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ITEM 5. OTHER ITEMS.
On December 23, 1998, TEAM America Corporation announced that Richard
C. Schilg will resign as Chairman and CEO and become Chairman Emeritus. The
press release is included as Exhibit 99 to this Form 8-K and is incorporated
herein by this reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
Exhibit No. Description
99 Press release, dated December 23, 1998, entitled
"Founder, Chairman and CEO of TEAM America Becomes
Chairman Emeritus and Resigns to Pursue
Entrepreneurial and Charitable Interests."
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.
TEAM AMERICA CORPORATION
Date: December 28, 1998 By: /s/ Michael R. Goodrich
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Michael R. Goodrich, Chief Financial
Officer
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EXHIBIT INDEX
Exhibit No. Description
99 Press release, dated December 23, 1998,
entitled "Founder, Chairman and CEO of TEAM
America Becomes Chairman Emeritus and
Resigns to Pursue Entrepreneurial and
Charitable Interests."
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Exhibit 99
FOUNDER, CHAIRMAN AND CEO OF TEAM AMERICA BECOMES CHAIRMAN EMERITUS AND RESIGNS
TO PURSUE OTHER ENTREPRENEURIAL AND CHARITABLE INTERESTS
WORTHINGTON, Ohio, Dec. 23 -- TEAM America Corporation (Nasdaq: TMAM - news),
announced today that effective immediately, the founder, chairman and CEO of
TEAM America, Richard C. Schilg, 41, will resign as Chairman and CEO after 12
years and become Chairman Emeritus. Mr. Schilg will remain a director and will
become a consultant to the Company.
"As Chairman Emeritus, I will be freed up from the day-to-day running of the
Company and will be able to focus more time and energy on new entrepreneurial
opportunities for TEAM America, in areas such as the Internet and the recently
introduced software program, TEAM Direct(TM). These areas require more and more
of my time and an increased focus on my part will enable the Company to achieve
a stronger market position in the latest Internet technology. I also have other
business interests, such as Rustproof Records, Inc., a Christian record label
located in Nashville Tennessee, which I own as well as serving on the Board of
other various ministry and charitable organizations."
Kevin T. Costello, 49, current President and Chief Operating Officer and a
director, will become President and CEO. Costello has been with the Company
since 1991 and has been COO since 1993. As CEO he will provide new but proven
leadership to the organization, according to the Company's board of directors.
Prior to joining TEAM America in 1991, he was in the resort and residential
real-estate development business for twenty years. He was Vice President and
General Manager of Resort Development International and was honored by his peers
in 1989 as "project director of the year" by the American Resort and Residential
Development Association.
Also, William W. Johnston, JD, general counsel since 1989 and a director will
become Chairman of the Board of Directors. Mr. Johnston has practiced law for
twenty-eight years, and was a Cabinet member and the Chairman of the Ohio
Industrial Commission from 1976 until 1982 under the administration of Governor
Rhodes. During those years, he was responsible for oversight of the Ohio
workers' compensation program. As Chairman, Johnston supervised over 1,200
employees, and was responsible for an annual budget of over $50 million and a
$4.2 billion trust fund.
"The plan of succession is logical and allows an already existing team to manage
the Company," said Richard Schilg. "These individuals, with whom I have worked
the longest, are most capable of doing a great job for our shareholders."
(Schilg remains the largest shareholder of the company.)
Besides founding the Company in 1986, Schilg managed the Company through major
changes. With Costello, Schilg led the Company through its Initial Public
Offering in 1996, and since that time, they have increased the revenue in the
Company from $95 million at the time of the IPO to over $350 million. Schilg
lead an aggressive acquisition strategy by completing eight acquisitions for the
Company in the last two years. Schilg also initiated and created TEAM
Direct(TM), the Company's recently introduced software program that enables the
Company to integrate its
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multi-state operations over the Internet, as well as allowing clients and
employees to communicate with the Company and its databases over the Internet
and/or with a touch-tone phone.
Statements in this news release that are not historical facts are
forward-looking statements. It is important to note that the Company's actual
results could differ materially from those projected in such forward-looking
statements. Additional information concerning factors that could cause actual
results to differ materially from those suggested in the forward-looking
statements is contained under the caption "Business-Risk Factors" in the
Company's Annual Report on Form 10-K for the year ended December 31, 1997 filed
with the Securities and Exchange Commission, as the same may be amended from
time to time. Forward-looking statements are not guarantees of performance. They
involve risks, uncertainties and assumptions. The future results and shareholder
values of the Company may differ materially from those expressed in these
forward-looking statements. Many of the factors that will determine these
results and values are beyond the Company's ability to control or predict.
Shareholders are cautioned not to put undue reliance on forward-looking
statements. In addition, the Company does not have any intention or obligation
to update forward-looking statements after the date hereof, even if new
information, future events, or other circumstances have made them incorrect or
misleading. For those statements, the Company claims the protection of the safe
harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995.
SOURCE: TEAM America
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