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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 9, 2000
TMP WORLDWIDE INC.
(Exact name of issuer as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
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0-21571 13-3906555
(Commission File Number) (IRS Employer Identification No.)
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1633 BROADWAY
NEW YORK, NY
(Address of Principal Executive Offices)
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(212) 977-4200
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OF ASSETS
On May 9, 2000, pursuant to the terms of the Agreement and Plan of Merger,
by and among TMP Worldwide Inc. ("TMP"), TMP VR Acquisition Inc., an Oregon
corporation and wholly owned subsidiary of TMP ("VR Sub") and Virtual
Relocation.com, Inc.,an Oregon corporation ("VR"), TMP completed the acquisition
of VR. Pursuant to the acquisition, VR Sub merged into VR and VR was the
surviving company. TMP acquired all of the issued and outstanding capital stock
of VR in exchange for the issuance of 947,916 shares of TMP common stock,
$.001 par value per share. VR provides on-line relocation services.
On May 31, 2000, pursuant to the terms of the Agreement and Plan of Merger,
by and among TMP, TMP Simpatix Acquisition Corp., a Delaware corporation and
wholly owned subsidiary of TMP ("Sub") and the Stockholders listed on
Schedule A thereto (the "Sellers"), TMP completed the acquisition from the
Sellers of all of the outstanding stock of Simpatix Inc. ("Simpatix"). Pursuant
to the acquisition, Sub was merged into Simpatix and Simpatix was the surviving
company. The Sellers were issued as consideration for their shares of
Simpatix Inc. and in connection with employees stay bonuses an aggregate of
164,833 shares of TMP common stock, $.001 par value per share. Simpatix is an
on-line Application Service Provider which provides employee recruitment
services.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Virtual Relocation.com, Inc. and Simpatix Inc. the
acquired businesses
The financial statements required by this Item are not included in this
initial report on Form 8-K but will by filed by amendment within the time
period specified by the Form.
(b) Pro Forma Financial Statements within the time period specified by the Form.
The financial statements required by this Item are not included in this
initial report on Form 8-K but will by filed by amendment within the time
period specified by the Form.
(c) Exhibits
2.1 Agreement and Plan of Merger, dated as of April 26, 2000, among TMP
Worldwide Inc., TMP VR Acquisition Inc. and Virtual Relocation.com. Inc.
2.2 Agreement and Plan of Merger, dated as of May 18, 2000, among TMP
Worldwide Inc., TMP Simpatix Acquisition Corp., and the Stockholders
listed on Schedule A thereto.
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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.
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TMP WORLDWIDE INC.
(Registrant)
By: /s/ BART CATALANE
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Bart Catalane
CHIEF FINANCIAL OFFICER
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Dated: July 12, 2000
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