SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 8, 1999
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Outsourcing Solutions Inc.
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(Exact Name of Registrant as Specified in Its Character)
Delaware
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State or Other Jurisdiction of Incorporation
333-16867 58-2197161
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(Commission File Number) (IRS Employer Identification Number)
390 South Woods Mill Road, Suite 350
Chesterfield, Missouri 63017
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(Address of Principal Executive Officer) (Zip Code)
(Registrant's Telephone Number,
Including Area Code) (314) 576-0022
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events
Outsourcing Solutions Inc. ("OSI"), Madison Dearborn Capital Partners III, L.P.
("MDP"), and certain of OSI's stockholders, optionholders and warrantholders
have entered into a Stock Subscription and Redemption Agreement, dated as of
October 8, 1999 (the "Agreement"), pursuant to which MDP will acquire a
controlling interest in OSI and most of the currently outstanding capital stock
of OSI will be redeemed.
MDP is a leading private equity investment firm with over $4 billion of assets
under management. Madison Dearborn, headquartered in Chicago, Illinois, invests
primarily in management buyouts, recapitalizations and growth equity
transactions and focuses on investments in several specific industries including
financial services, communications, natural resource and basic industries,
consumer, health care, and industrial.
In connection with the transaction, MDP expects that OSI will refinance its
existing senior debt facilities with a new $475 million senior debt facility.
MDP has obtained a commitment letter from Donaldson, Lufkin & Jenrette to
provide the new senior debt financing.
OSI's existing $100 million 11% Senior Subordinated Notes due 2006 (the "Senior
Subordinated Notes") would remain outstanding. OSI intends to pursue a consent
solicitation from the holders of its Senior Subordinated Notes. The principal
purpose of the consent solicitation is to seek a waiver of the Change of Control
provision in connection with the transaction. Donaldson, Lufkin & Jenrette is
acting as financial advisor to Madison Dearborn on the acquisition of OSI and is
representing OSI on the consent solicitation. Credit Suisse First Boston is
acting as financial advisor to McCown De Leeuw & Co., OSI's existing majority
shareholder, in the sale.
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.
OUTSOURCING SOLUTIONS INC.
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(Registrant)
Date: October 29, 1999 By: /s/ Eric R. Fencl
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Eric R. Fencl
Vice President and General Counsel
