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: NOVEMBER 4, 1999
DATE OF EARLIEST EVENT REPORTED: OCTOBER 25, 1999
COMMISSION FILE NUMBER 0-28840
IMRGLOBAL CORP.
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(Exact Name of Registrant as Specified in its Charter)
FLORIDA 59-2911475
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(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
100 SOUTH MISSOURI AVENUE
CLEARWATER, FLORIDA 33756
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(Address of Principal Executive Offices and Zip Code)
(727) 467-8000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address,
if Changed Since Last Report)
ITEM 5. OTHER EVENTS
On October 25, 1999, IMRglobal and the former stockholders of Fusion
Systems Japan Co., Ltd. executed the First Amendment to the Acquisition
Agreement dated March 26, 1999 which is filed as an exhibit hereto and
incorporated herein by reference. This amendment provided for the cash
payment of approximately $22.4 million in exchange for approximately
1.5 million shares of IMRglobal issued in the original transaction. The
cash price represented a restructuring of the Fusion merger from an all
stock transaction to a combination of cash (39%) and stock (61%). The
cash price was adjusted for the dollar to yen exchange rate that
existed at March 26, 1999. As part of the restructure, key Fusion
employees have entered into extended employment and non-compete
agreements with IMRglobal.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
NUMBER DESCRIPTION
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2.1 First Amendment to the Acquisition Agreement -
Acquisition of Fusion Systems Japan Co., Ltd. dated
March 26, 1999 for the acquisition of Fusion
between IMRglobal Corp. (Buyer) and Fusion Systems
Japan Co., Ltd. (Seller).
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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 thereunto duly authorized.
IMRGLOBAL CORP.
Date NOVEMBER 4, 1999 /s/ SATISH K. SANAN
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Satish K. Sanan
Chief Executive Officer
Date NOVEMBER 4, 1999 /S/ ROBERT M. MOLSICK
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Robert M. Molsick
Chief Financial Officer
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