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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 10, 2000
RENAISSANCE WORLDWIDE, INC.
(Exact name of registrant as specified in charter)
MASSACHUSETTS 0-28192 04-2920563
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
52 Second Avenue, Waltham, MA 02451
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 290-3000
This is page 1 of 4 pages.
Exhibit Index appears on page 3.
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Item 2: Acquisition or Disposition of Assets
On March 10, 2000, Renaissance Worldwide, Inc. (the "Company")sold all of
the outstanding stock of Renaissance Worldwide Strategy, Inc. ("Strategy") for
$65 million in cash to Rome Acquisition Corp. ("Rome"), a subsidiary of Behrman
Capital II, L.P. ("Behrman"), pursuant to a Stock Purchase Agreement dated as of
February 29, 2000 (the "Agreement") among the Company, Strategy, Rome and
Behrman (collectively with Rome, the "Purchasers"). Strategy is the corporate
entity comprising the Company's Business Strategy Group, which is involved in
providing strategy development and implementation consulting services to large
organizations, primarily in the global telecommunications, computing and energy
industries, at the senior executive or board level.
The purchase price was determined pursuant to arms-length negotiations.
On March 14, 2000, the Company issued a press release announcing the
Closing. The information contained in the press release is incorporated herein
by reference. The press release is filed herewith as Exhibit 99.1.
The foregoing description is qualified in its entirety by reference to the
Stock Purchase Agreement, a copy of which is filed herewith as Exhibit 2.1.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
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EXHIBIT INDEX
Listed below are all Exhibits filed as part of this Report. One exhibit is
incorporated herein by reference to Renaissance Worldwide, Inc.'s Annual Report
on Form 10-K for the fiscal year ended December 25, 1999.
2.1(1) Stock Purchase Agreement, dated as of February 29, 2000, between the
Company, Rome Acquisition Corp. and Behrman Capital II, L.P.
99.1 Press Release of the Company dated as of March 14, 2000.
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(1) Filed as an Exhibit to Renaissance Worldwide, Inc.'s Annual Report Form
10-K for the fiscal year ended December 25, 1999 (File No. 0-28192).
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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.
RENAISSANCE WORLDWIDE, INC.
By: /s/ Joseph F. Pesce
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Name: Joseph F. Pesce
Title: Chief Financial Officer
Date: March 24, 2000
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[LOGO] RENAISSANCE
FOR IMMEDIATE RELEASE
Investor Contacts: Joseph F. Pesce, CFO, Renaissance Worldwide, Inc.,
(781) 290-3004, [email protected] Susan M.R. Murgia,
Renaissance Worldwide, Inc., (781) 290-3033,
[email protected]
Renaissance Worldwide Receives $65 Million in Proceeds from
Business Strategy Group Sale
Company Board of Directors Approves Stock Buy-Back Plan
WALTHAM, Mass.-- March 14, 2000 -- Renaissance Worldwide Inc. (NASDAQ:REGI), a
business and technology consulting firm, today reported the receipt of $65
million in proceeds from the recently completed sale of its Business Strategy
Group. The immediate use of these funds has been to reduce the Company's
revolving credit facility borrowings to under $20 million. This represents the
lowest revolving debt the Company has maintained since the summer of 1997.
Renaissance last week announced an aggressive new strategy designed to benefit
from growing client interest and investment in web-based technologies. The
Company recently announced the launch of two new business units:
GovConnect.com(TM), electronic government and public access; and the eSystems
Development Group, focusing on end-to-end eBusiness solutions.
"Renaissance has spent nearly two years rebuilding our in-house operation from
the top down," said Drew Conway, Chairman and Chief Executive Officer. "We have
gotten our back-office operation in order, Y2K is behind us, and we are well
positioned to take advantage of the enormous opportunity growing within our
space. We are very excited about our new initiatives as well as the central role
IT Staffing and Enterprise Solutions, our core businesses, continue to play in
the developing digital economy."
(more)
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Renaissance Worldwide Receives $65 Million in Proceeds from Business Strategy
Group Sale Page 2
The Company also announced that its Board of Directors has authorized the
Company to repurchase up to 2 million shares of its common stock. The stock may
be bought from time to time in the open market or through private transactions.
The Company reported that the shares would be used for employee stock benefit
and stock option plans.
"At current trading levels we believe that Renaissance stock is undervalued and
represents an excellent investment opportunity," said Joseph Pesce, Executive
Vice President, Chief Financial Officer and Treasurer. "Our decision to
repurchase Company stock is a confirmation of our belief in the long-term value
of the Company and the strong position we will continue to hold in the rapidly
developing information technology industry."
About Renaissance
Renaissance Worldwide, Inc. is a global business and technology consulting firm
that provides focused solutions for breakthrough performance. Renaissance
delivers best-in-class services to Fortune 1000 and public sector clients by
following its proven Concept-to-Completion(R) delivery model, designed to
optimize time to return on investment and minimize risk throughout the project
life cycle. Founded in 1986, the company currently has approximately 5,600
professionals in 70 offices, located in principal cities throughout North
America, Europe, and Asia-Pacific. Visit Renaissance on the Web:
http://www.rens.com.
This press release contains forward-looking statements that involve a number of
risks and uncertainties that could cause actual results to differ materially
from those indicated by such forward-looking statements, including continued
impact of Y2K issues on the undertaking of IT projects by existing or potential
clients, availability of qualified consultants, integration of acquisitions,
ability to sustain and manage growth, as well as the factors set forth in the
Company's filings with the Securities and Exchange Commission, including the
Company's Annual Report on Form 10-K dated March 26, 1999 and Quarterly Report
on Form 10-Q dated November 9, 1999. Renaissance, Renaissance Worldwide and
Concept-to-Completion are trademarks of Renaissance Worldwide, Inc.
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