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 27, 2003
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 5. Other Events.
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A copy of the Agreement and Plan of Merger, dated as of March 27, 2003, by and
among West Corporation, a Delaware corporation (the "Company"), Dialing
Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the
Company, ITC Holding Company, Inc., a Delaware corporation, and, for purposes of
Sections 3.6, 4.1 and 8.13 and Articles 11 and 12 only, the Stockholder
Representative, is attached hereto as Exhibit 2.1 and incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits
2.1 Agreement and Plan of Merger, dated as of March 27, 2003, by and
among West Corporation, Dialing Acquisition Corp., ITC Holding
Company, Inc. and, for purposes of Sections 3.6, 4.1 and 8.13 and
Articles 11 and 12 only, the Stockholder 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: April 1, 2003 By: /s/ Thomas B. Barker
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Thomas B. Barker
President and Chief
Executive Officer
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Exhibit Index
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Exhibit No. Description
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2.1 Agreement and Plan of Merger, dated as of March 27, 2003, by
and among West Corporation, Dialing Acquisition Corp., ITC
Holding Company, Inc. and, for purposes of Sections 3.6, 4.1
and 8.13 and Articles 11 and 12 only, the Stockholder
Representative.
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