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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 21, 1998 (AUGUST 7, 1998)
TIER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA 000-23195 94-3145844
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
1350 TREAT BOULEVARD, SUITE 250 94596
WALNUT CREEK, CALIFORNIA (Zip Code)
(Address of principal executive offices)
(925) 937-3950
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 7, 1998, Tier Technologies, Inc., a California corporation
(the "Registrant"), through the Registrant's wholly owned subsidiary, Tier
Technologies (Australia) Pty Limited, a company organized under the laws of
the Commonwealth of Australia, closed the acquisition of certain assets and
assumption of certain liabilities of Infact Pty Limited as trustee of the
Infact Unit Trust, a trust organized under the laws of the Commonwealth of
Australia ("Infact") and in the business of providing information technology
services, for a total consideration of approximately $5.25 million (AUD) in
cash. Up to an additional $2.2 million (AUD) and approximately 50,000 shares
of Registrant's Class B Common Stock may be paid to Infact based on the
achievement by Infact of performance targets over the next two years. The
purchase was effective as of August 1, 1998 and the purchase price was
determined by arms-length negotiations between representatives of the
Registrant and Infact. The funds used and to be used by the Registrant in
connection with the acquisition are from Registrant's working capital. The
Registrant intends to continue to use the acquired assets for the same general
purposes as Infact. The value of the Registrant's Class B Common Stock was
determined by dividing $1,500,000 (AUD) by the average closing price of
Registrant's Class B Common Stock for the five trading days immediately
preceding the date of the Business Purchase Agreement (converted to Australian
dollars using the average exchange rate quoted by the Commonwealth Bank of
Australia for buying U.S. dollars as at the end of trading for the five
trading days immediately preceding the date of the Business Purchase
Agreement). The foregoing description does not purport to be a complete
description of the terms of the acquisition agreement, a copy of which is
attached hereto as an exhibit and incorporated herein by reference.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired. It is impracticable at this
time for the Registrant to provide the financial statements of the
acquired business. Such financial statements will be filed by the
Registrant as an amendment to this Form 8-K as soon as practicable, but,
in any event, not later than sixty (60) days after the date hereof.
(b) Pro forma financial information. It is impracticable at this time for the
Registrant to provide the pro forma financial information relative to the
acquired business. Such pro forma financial information will be filed by
the Registrant as an amendment to this Form 8-K as soon as practicable,
but, in any event, not later than sixty (60) days after the date hereof.
(c) Exhibits.
Exhibit No. Description
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2.1 Business Purchase Agreement dated as of August 1, 1998 by and
between Infact Pty Limited as trustee of the Infact Unit Trust
and Tier Technologies (Australia) Pty Limited (the schedules and
annexures to the Business Purchase Agreement have been omitted
as permitted by the rules and regulations of the Securities and
Exchange Commission (SEC) but will be provided supplementally to
the SEC upon request).
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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.
TIER TECHNOLOGIES, INC.
By: /s/ George K. Ross
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George K. Ross
Executive Vice President and
Chief Financial Officer
Date: August 21, 1998
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EXHIBIT INDEX
Exhibit No. Description
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2.1 Business Purchase Agreement dated as of August 1, 1998 by and
between Infact Pty Limited as trustee of the Infact Unit Trust
and Tier Technologies (Australia) Pty Limited (the schedules and
annexures to the Business Purchase Agreement have been omitted
as permitted by the rules and regulations of the Securities and
Exchange Commission (SEC) but will be provided supplementally to
the SEC upon request).