IMRGLOBAL CORP
8-K, 2000-01-04
COMPUTER PROGRAMMING SERVICES
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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: JANUARY 3, 2000

               DATE OF EARLIEST EVENT REPORTED: DECEMBER 21, 1999

                         COMMISSION FILE NUMBER 0-28840


                                 IMRGLOBAL CORP.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


                FLORIDA                                  59-2911475
    -------------------------------         ------------------------------------
    (State or Other Jurisdiction of         (I.R.S. Employer Identification No.)
    Incorporation or Organization)

                            100 SOUTH MISSOURI AVENUE
                            CLEARWATER, FLORIDA 33756
              -----------------------------------------------------
              (Address of Principal Executive Offices and Zip Code)


                                 (727) 467-8000
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


                                       N/A
                         ------------------------------
                         (Former Name or Former Address,
                          if Changed Since Last Report)


<PAGE>

ITEM 5.   OTHER EVENTS

          On December 21, 1999 we issued a press release announcing that in
          order to re-deploy financial resources for exploiting our expanding
          eBusiness practice, we will make reductions in personnel and capital
          investments at our global delivery centers ("GDCs"), retrain a portion
          of our personnel in newer technology capabilities, and discontinue
          investment in certain mainframe applications software. Based on the
          above initiatives, our Board of Directors has approved a restructuring
          plan, which we expect will result in non-recurring net-of-tax charges
          of approximately $11 to $13 million in the quarter ending December 31,
          1999. These charges are associated with the write-down of long-lived
          assets in our UK GDCs, retraining and severance costs, the write-down
          of specific mainframe software and hardware and miscellaneous
          restructuring costs.

          In addition, on October 25, 1999, we executed an amendment to our
          acquisition agreement with Fusion System Japan Co. Ltd. This event was
          described in Form 8-K filed on November 4, 1999. 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 acquisition agreement. This cash price represented a
          restructuring of the Fusion merger from an all stock transaction to a
          combination of cash (39%) and stock (61%). This transaction will be
          recorded as a treasury stock transaction and will result in an
          additional one-time charge of approximately $9 million in the quarter
          ending December 31, 1999.

          Except for historical information, some matters discussed in this Form
          8-K constitute forward-looking statements within the meaning of
          Section 27A of the Securities Act of 1933, as amended, and Section 21E
          of the Securities Exchange Act of 1934, as amended. We note that a
          variety of risk factors could cause our actual results and experience
          to differ materially from the anticipated results or other
          expectations expressed in our forward-looking statements.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

          (c)   Exhibits:

                None

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<PAGE>

                                   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    JANUARY 3, 2000                     /s/ SATISH K. SANAN
                                            ---------------------------
                                            Satish K. Sanan
                                            Chief Executive Officer


Date    JANUARY 3, 2000                     /s/ ROBERT M. MOLSICK
                                            ---------------------------
                                            Robert M. Molsick
                                            Chief Financial Officer

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