1 ================================================================================ 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): March 15, 1999 METAMOR WORLDWIDE, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 0-26970 76-0407849 (Commission File Number) (I.R.S. Employer Identification No.) FIVE POST OAK PARK 4400 POST OAK PARKWAY, SUITE 1100 HOUSTON, TEXAS 77027-3413 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 548-3400 ================================================================================ 2 Item 5. OTHER EVENTS On March 15, 1999, Metamor Worldwide, Inc. (the "Company") announced that by mutual agreement, the merger agreement between the Company and SPR Inc. ("SPR") was terminated. Under terms of the termination agreement, neither party will owe a break-up fee to the other. Separately, the Company announced that it would reinstate its common stock repurchase program. Under the repurchase program, the Company's board of directors has authorized the expenditure of up to $32 million to repurchase its common stock or convertible subordinated notes or both. Subject to market conditions, repurchases may be effected from time to time through solicited or unsolicited transactions in the market or in privately negotiated transactions. No limit was placed on the duration of the repurchase program. Subject to applicable securities laws, purchase decisions will be made by management of the Company based upon market conditions and other factors. 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. METAMOR WORLDWIDE, INC. (Registrant) Dated: March 19, 1999 By: /s/ Edward L. Pierce --------------------------------------- Edward L. Pierce Chief Financial Officer, Senior Vice President and Assistant Secretary