<PAGE> 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): April 6, 1999 (March 25, 1999)
APPLIED GRAPHICS TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C> <C>
DELAWARE 0-28208 13-3864004
(State or other jurisdiction (Commission File Number) (I.R.S. Employer Identification No.)
of incorporation)
450 WEST 33RD STREET, NEW YORK, NY 10001
(Address of principal executive offices) (Zip Code)
</TABLE>
Registrant's telephone number, including area code: 212-716-6600
<PAGE> 2
ITEM 5. OTHER EVENTS.
On March 25, 1999, Registrant announced that it had increased its offer
to buy all of the outstanding ordinary shares of Wace Group Plc ("Wace").
Further details of this announcement are contained in the press release of the
Registrant dated March 25, 1999 and attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
Exhibit 99.1 Press release dated March 25, 1999.
<PAGE> 3
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.
Dated: March 31, 1999 By: /s/ Louis Salamone, Jr.
-----------------------
Louis Salamone, Jr.
Senior Vice President and
Chief Financial Officer
<PAGE> 1
Exhibit 99.1
Contacts: Jason Lynch Louis Salamone, Jr., CFO
Jim Fingeroth Applied Graphics Technologies, Inc.
Kekst and Company (212) 716-6630
(212) 521-4800
APPLIED GRAPHICS TECHNOLOGIES ANNOUNCES
INCREASED CASH OFFER FOR WACE GROUP PLC
NEW YORK, MARCH 25, 1999 - Applied Graphics Technologies, Inc. (NASDAQ:
AGTX), a leading provider of outsourced digital media asset management services
in the United States, today announced in London that its wholly owned
subsidiary, Applied Graphics Technologies (UK) Limited, has increased its offer
to purchase all of the outstanding ordinary shares of Wace Group Plc to 90 pence
per share for total cash consideration of approximately UK PDS 71.4 million
(approximately US$117.8 million). The increased offer has been recommended by
Wace's Board of Directors. Various institutional investors of Wace have given
undertakings to AGT (UK) to accept the increased offer in respect of an
aggregate of 22,299,339 Wace ordinary shares, representing approximately 28.1
per cent of the issued ordinary share capital of Wace. The increased offer will
be governed by the United Kingdom Takeover Rules.
The consideration referred to above excludes an additional approximately UK
PDS 1.4 million (approximately US$2.3 million) which may become payable in
connection with the exercise of options currently outstanding under various Wace
option plans.
Fred Drasner, Chairman, Chief Executive Officer and Chief Operating Officer
of Applied Graphics Technologies, said, "We have announced this increased cash
offer for Wace because we believe the acquisition will represent a significant
step in the international development of AGT and provides an opportunity to
improve further our service to the customers of both companies."
Wace Group Plc operates an international network of digital imaging
businesses and is a provider of digital services in the areas of pre-press,
color management, interactive multimedia services and print procurement.
Applied Graphics Technologies, Inc. is a leading provider of outsourced
advanced digital media asset management and archiving services, through its
proprietary Digital Link(R) System, to magazine and newspaper publishers,
advertisers and their agencies, entertainment companies, catalogers and
retailers, as well as major corporations. From more than 30 locations across the
country, AGT supplies a complete range of digital and traditional processes
