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UNITED STATES
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): November 16, 2000
EDGEWATER TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-20971 71-0788538
(State of other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
302 East Millsap Road
Fayetteville, Arkansas 72703
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (501) 973-6000
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Item 2. Acquisition or Disposition of Assets
On November 16, 2000, Edgewater Technology, Inc. (the "Company") sold all
of the outstanding shares of stock of its subsidiaries that comprised
IntelliMark, its information technology staffing and solutions division, to IM
Acquisition, Inc., an affiliate of Charlesbank Equity Fund V, Limited
Partnership (the "Purchaser") for approximately $42.7 million in cash, subject
to potential upward or downward post-closing adjustments.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
See Item 99.2 below.
(c) Exhibits.
2.1 Stock Purchase Agreement, dated as of November 16, 2000, by and
between Edgewater Technology, Inc. and IM Acquisition, Inc.
99.1 Edgewater Technology, Inc. Press Release dated November 17, 2000.
99.2 The following Unaudited Pro Forma Financial Statements of the
Company:
Unaudited Pro Forma Balance Sheet as of September 30, 2000.
Unaudited Pro Forma Income Statement for the Nine
Months Ended September 30, 2000.
Unaudited Pro Forma Income Statement for the Twelve
Months Ended December 31, 1999.
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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.
EDGEWATER TECHNOLOGY, INC.
(Registrant)
Dated: December 1, 2000 By: /s/ Clete T. Brewer
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Clete T. Brewer
Chairman and Chief Executive Officer
INDEX TO EXHIBITS
Exhibit
Number Description
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2.1 Stock Purchase Agreement, dated as of November 16, 2000, by
and between Edgewater Technology, Inc. and IM Acquisition,
Inc.
99.1 Edgewater Technology, Inc. Press Release dated November 17,
2000.
99.2 The following Unaudited Pro Forma Financial Statements of
the Company:
Unaudited Pro Forma Balance Sheet as of September 30, 2000.
Unaudited Pro Forma Income Statement for the Nine
Months Ended September 30, 2000.
Unaudited Pro Forma Income Statement for the Twelve
Months Ended December 31, 1999.
