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): August 8, 2003
PTEK HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Georgia | 000-27778 | 59-3074176 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
3399 Peachtree Rd., NE, Suite 700, Atlanta, GA 30326
(Addresses of Principal Executive Offices, including Zip Code)
(404) 262-8400
(Registrant’s Telephone Number, including Area Code)
Item 5.Other Events and Required FD Disclosure
Ptek Holdings, Inc. (the “Company”) herewith files a copy of the Purchase Agreement, dated August 8, 2003, between the Company, CIBC World Markets Corp. (“CIBC”) and UBS Securities LLC (“UBS”), the Registration Rights Agreement, dated August 12, 2003, between the Company, CIBC and UBS, the Indenture, dated August 12, 2003, between the Company and SunTrust Bank, as Trustee, and the Form of 5% Convertible Subordinated Note due 2008, all of which were entered into in connection with the Company’s unregistered offering of $85.0 million principal amount of 5.0% convertible subordinated notes due 2008.
Item 7.Financial Statements, Pro Forma Financial Information, and Exhibits.
(c) Exhibits.
The following exhibits are filed herewith:
Exhibit No. | Description | |
4.1 | Registration Rights Agreement, dated August 12, 2003, by and among the Company, CIBC World Markets Corp. and UBS Securities LLC. | |
4.2 | Indenture, dated August 12, 2003, by and between the Company and SunTrust Bank, as Trustee. | |
4.3 | Form of 5% Convertible Subordinated Note due 2008 (included in Exhibit 4.2 filed herewith). | |
99.1 | Purchase Agreement, dated August 8, 2003, by and among the Company, CIBC World Markets Corp. and UBS Securities LLC. |
SIGNATURE
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.
PTEK HOLDINGS, INC.
/s/ William E. Franklin
William E. Franklin
Executive Vice President and
Chief Financial Officer
(principal financial and accounting
officer)
Date: August 21, 2003
INDEX TO EXHIBITS
Exhibit No. | Description | |
4.1 | Registration Rights Agreement, dated August 12, 2003, by and among the Company, CIBC World Markets Corp. and UBS Securities LLC. | |
4.2 | Indenture, dated August 12, 2003, by and between the Company and SunTrust Bank, as Trustee. | |
4.3 | Form of 5% Convertible Subordinated Note due 2008 (included in Exhibit 4.2 filed herewith). | |
99.1 | Purchase Agreement, dated August 8, 2003, by and among the Company, CIBC World Markets Corp. and UBS Securities LLC. |