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 1, 2002
West Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
000-21771 47-0777362
(Commission File Number) (I.R.S. Employer Identification No.)
11808 Miracle Hills Drive, Omaha, Nebraska 68154
(Address of principal executive offices)
Registrant's telephone number, including area code: (402) 963-1500
Item 2. Acquisition or Disposition of Assets.
(a) On August 1, 2002, West Corporation (the "Company") consummated
the acquisition of all of the issued and outstanding membership interests of
Attention LLC ("Attention"), a privately-held limited liability company based in
Atlanta, Georgia, pursuant to a Purchase Agreement, dated as of July 23, 2002
(the "Purchase Agreement"), by and among the Company, Attention, the owners of
all the issued and outstanding membership interests of Attention (James F.
Richards, Mark V. Detrick, Cindy Armstrong, Don Reimer, Dennis Punches, Doug
Sawyer and John LaGrant (collectively, the "Sellers")), and the Sellers'
Representative (as such term is defined in the Purchase Agreement). Attention
provides accounts receivable management, outsourcing and other services,
including debt collection, to clients in various industries.
The purchase price paid by the Company to the Sellers at the
closing of the transaction consisted of approximately $35.7 million in cash and
$4.3 million in assumed debt. Additional consideration, payable to the Sellers
over the four year period between 2004 and 2008, will range from a minimum of
$21.5 million to a maximum of $50.0 million, based on Attention's satisfaction
of certain earnings objectives during such period. The purchase price was and
will continue to be funded directly out of the Company's working capital. The
terms of the Purchase Agreement, including the purchase price, were determined
through arms-length negotiations between the parties thereto.
The terms of the acquisition of all of the membership interests of
Attention are more fully described in the Purchase Agreement.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
2.1 Purchase Agreement, dated as of July 23, 2002, by and among the
Company, Attention, the Sellers and the Sellers' Representative.
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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.
WEST CORPORATION
Dated: August 2, 2002 By: /s/ Thomas B. Barker
-------------------------------------
Thomas B. Barker
President and Chief Executive Officer
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Exhibit Index
Exhibit No. Description
2.1 2.1 Purchase Agreement, dated as of July 23, 2002, by and
among the Company, Attention, the Sellers and the
Sellers' Representative.
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