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
Date of Report (Date of earliest event reported) DECEMBER 31, 1997
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GENESYS TELECOMMUNICATIONS LABORATORIES, INC.
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(Exact name of registrant as specified in charter)
CALIFORNIA 000-22605 94-3120525
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1155 MARKET STREET, SAN FRANCISCO, CA 94103
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (415) 437-1100
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NONE
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(Former name or former address, if changed since last report.)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On December 31, 1997, Genesys Telecommunications Laboratories, Inc., a
California corporation (the "Company"), through its wholly owned subsidiary
Genesys-F Sub, Inc., a California corporation ("Acquisition Corporation"),
completed the acquisition and merger of Forte Advanced Management Software,
Inc., a California corporation ("Forte"). The acquisition and merger were
completed by means of an Agreement and Plan of Reorganization dated as of
December 31, 1997 (the "Merger Agreement"). The transaction will be accounted
for as a reorganization within the meaning of Section 368(a) of the Internal
Revenue Code of 1986.
Pursuant to the Merger Agreement, the Company issued 667,099 shares of
its Common Stock, the aggregate fair market value of which was deemed to be
$22,630,000 (the "Consideration"). In exchange for the Consideration, the
Company received all of the outstanding capital stock of Forte, 66,707 of which
shares have been placed into an escrow subject to the satisfaction of all
representations and warranties under the terms and conditions of the Merger
Agreement. The amount of consideration paid by the Company was determined by
arms length negotiations between the parties.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
2.1 Agreement and Plan of Reorganization, dated as of December 31,
1997, by and among Genesys Telecommunications Laboratories, Inc.,
Genesys-F Sub, Inc. and Forte Advanced Management Software, Inc.
and its Shareholders.
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.
By: /s/ Michael J. McCloskey
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Name: Michael J. McCloskey
Title: Chief Operating Officer, Chief
Financial Officer, Vice President,
Finance and International
Dated: January 15, 1998
INDEX OF EXHIBITS
2.1 Agreement and Plan of Reorganization, dated as of December 31, 1997,
by and among Genesys Telecommunications Laboratories, Inc., Genesys-F
Sub, Inc. and Forte Advanced Management Software, Inc. and its
Shareholders.