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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): OCTOBER 22, 1999
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NEWGEN RESULTS CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 00024865 33-0604378
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
12680 High Bluff Drive, Suite 300, San Diego, California 92130
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (858) 481-7545
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Not applicable.
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On October 25, 1999, Newgen Results Corporation, a Delaware
corporation ("Newgen"), issued a press release announcing that Newgen has agreed
to acquire Computer Care (a New York general partnership and division of ADP
Inc.) from ADP, Inc. and ADP Information Financial Services, Inc. A copy of the
press release is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) 99.1 Press Release issued on October 25, 1999 by Newgen
Results Corporation.
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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.
NEWGEN RESULTS CORPORATION
By: /s/ Samuel Simkin
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Samuel Simkin,
Senior Vice President and
Chief Financial Officer
Date: October 29, 1999
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INDEX TO EXHIBITS
99.1. Press Release issued on October 25, 1999 by Newgen Results Corporation
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EXHIBIT 99.1
COMPANY CONTACT: AGENCY CONTACTS:
Sam Simkin Lillian Armstrong/Kris Otridge
Senior Vice President & Lippert/Heilshorn & Associates
Chief Financial Officer (415) 433-3777
(619) 481-7545
NEWGEN ANNOUNCES DEFINITIVE AGREEMENT TO ACQUIRE DIVISION OF
ADP
- NEWGEN GAINS 4,000 NEW DEALERSHIPS -
SAN DIEGO, CALIFORNIA, October 25, 1999, Newgen Results Corporation (NASDAQ/NM:
NWGN), the leading provider of customer relationship management products and
services to the service sector of the U.S. retail automotive industry, today
announced it has signed a definitive agreement to acquire Computer Care, a
division of the Dealer Services Group of Automatic Data Processing, Inc. ("ADP")
with approximately $20 million in annual sales.
Under the terms of the agreement, Newgen will pay $11.175 million in
cash at closing and an additional $9.0 million in cash dependent on certain
earn-out criteria. Newgen expects the acquisition to close in the fourth quarter
of 1999.
"We could not be more delighted with this opportunity," Gerald L.
Benowitz, CEO of Newgen, said. "Not only are we acquiring a business that
generated $20 million in sales last year with a customer base of 4,000
dealerships, we are also developing a strategic alliance with ADP that will
serve both companies very well going forward."
Benowitz continued, "The acquisition presents Newgen with a great deal
of opportunity. Our average customer spends many times that of the average
Computer Care customer. Because of the more extensive services that we provide,
the average revenue for a Newgen dealership is $20,000 per year, as compared to
approximately $5,000 per year for Computer Care dealers. As we are able to
demonstrate the benefits of our unique closed loop reminder system to those
dealerships, we expect that their spending habits will begin to approach those
of our existing clientele.".
ADP Dealer Services President Mike Martone commented, "We have long
been impressed with Newgen's ability to provide high level service and are
excited about the prospect of an ongoing strategic relationship. We believe our
customers will benefit from Newgen's ability to provide one of the highest
levels of customer service in the industry. ADP plans to offer its customers a
total
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Customer Relationship Management solution and Newgen's expertise in the
service sector is highly complementary to our overall strategy."
The acquisition also enables Newgen to establish new relationships
with several manufacturers and mega-dealers. For example, Computer Care has
relationships with Volvo, Audi, Acura, Volkswagen, AutoNation, and General
Motors.
ABOUT ADP
ADP Dealer Services is a leading provider of integrated computing solutions to
manufacturers and more than 18,000 auto and truck dealers throughout the United
States, Canada, Europe, Asia, and Latin America. ADP (NYSE:AUD), is one of the
largest independent computing services firms in the world with over $5 billion
in revenues and 450,000 clients. For more information about ADP, or to contact a
local ADP sales office, reach us at 1-800-225-5237, Extension 5091 or visit our
Web site at www.adp.com.
ABOUT NEWGEN RESULTS CORPORATION
Newgen is a database management and technology leader in the service
arena of the automotive industry. The company provides owner loyalty and
fixed operation solutions to automotive dealers and manufacturers.
Newgen's expertise in database marketing and customer retention
services combined with customer service and in-depth knowledge of service
department operations provides a platform to deliver highly targeted and
customized solutions to the automotive community. Since the beginning of
1996, Newgen has grown its customer base from 177 dealerships to over 2,400
dealerships. The company currently solicits over five million vehicle owners.
Newgen's products and services are designed to attract more vehicle
owners, more often to automotive dealerships. This process promotes customer
loyalty and increases customer satisfaction with the dealership while driving
increased revenue for the dealer. Vehicle owners benefit by knowing that a
well-maintained vehicle can enhance vehicle resale values and the overall
driving experience. In addition, this process also provides automotive
dealerships the ability to effectively differentiate themselves from their
competition through improved parts and service operations. For more
information, call 800-7NEWGEN or visit Newgen's web site at www.ngresults.com.
THIS NEWS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS
AND UNCERTAINTIES,
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INCLUDING STATEMENTS ABOUT THE TIMING OF THE CLOSING OF THE
ACQUISITION, THE BENEFITS TO NEWGEN OF A BUSINESS RELATIONSHIP WITH ADP, AND THE
COMPANY'S ABILITY TO GENERATE ADDITIONAL REVENUES FROM COMPUTER CARE'S CURRENT
CUSTOMERS. SUCH STATEMENTS ARE ONLY PREDICTIONS AND THE COMPANY'S ACTUAL RESULTS
MAY DIFFER MATERIALLY FROM THOSE ANTICIPATED IN THESE FORWARD-LOOKING
STATEMENTS. FACTORS THAT MAY CAUSE SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED
TO RISKS RELATED TO MARKET ACCEPTANCE OF NEWGEN'S PRODUCTS, RAPIDLY CHANGING
PRODUCT REQUIREMENTS, THE INTRODUCTION OF NEW PRODUCTS BY COMPETITORS OF THE
COMPANY, THE TRANSITION OF COMPUTER CARE'S CUSTOMERS TO NEWGEN'S SERVICES, AND
NEWGEN'S ABILITY TO MAINTAIN A BUSINESS RELATIONSHIP WITH ADP. THESE FACTORS AND
OTHERS ARE MORE FULLY DISCUSSED UNDER THE HEADING "RISK FACTORS" AND ELSEWHERE
IN NEWGEN'S REGISTRATION STATEMENT ON FORM S-1 (NO. 333-62703) AND IN THE
COMPANY'S MOST RECENTLY FILED QUARTERLY REPORT ON FORM 10Q, EACH FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION.
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