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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 (Date of earliest event reported):
May 17, 2000
BORON, LEPORE & ASSOCIATES, INC.
(Exact name of registrant as specified in its charter)
Delaware 000-23093 22-2365997
(State or other jurisdiction (Commission (I.R.S Employer
of incorporation) File Number) Identification No.)
17-17 Route 208 North, Fair Lawn, New Jersey 07410
(Address of principal executive offices and zip code)
201-791-7272
(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
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(a) On May 17, 2000, Boron, LePore & Associates, Inc., a Delaware
corporation (the "Registrant"), purchased substantially all the assets and
assumed certain liabilities of Consumer2Patient, Inc., a North Carolina
corporation ("C2P"), Physician2Physician, LLC, a North Carolina limited
liability company and wholly-owned subsidiary of C2P ("P2P") and Alternative
Media Solutions, LLC, a North Carolina limited liability company and wholly-
owned subsidiary of C2P ("Media"), used by C2P, P2P and Media in their
continuing promotional and educational services in the medical industry. The
purchase was consummated by C2P Acquisition Corp., a Delaware corporation and
wholly-owned subsidiary of the Registrant ("C2P Acquisition"). The Registrant
currently intends to use the assets to carry on substantially the same business
as was conducted by C2P, P2P and Media. The acquisition was made pursuant to the
terms and conditions of an Asset Purchase Agreement dated as of May 4, 2000 (the
"Purchase Agreement") by and among the Registrant, C2P Acquisition, C2P, P2P,
Media and the sole stockholder of C2P.
Pursuant to the Purchase Agreement and in consideration of the purchased
assets, the Registrant paid $2.0 million in cash and assumed certain liabilities
of C2P, P2P and Media. In addition, the Registrant may be required to pay up to
$2.0 million in contingent cash payments based on certain operating goals of the
acquired business during the twelve-month period subsequent to the acquisition
date. This consideration was determined in arms-length negotiations among the
parties to the Purchase Agreement.
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The funds used to pay the consideration were from the Registrant's cash on
hand.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Financial Statements of Businesses Acquired
Required financial statements of the business acquired will be filed by the
Registrant by amendment of the Current Report on Form 8-K no later than July 31,
2000.
(b) Pro Forma Financial Information
Required pro forma financial information will be filed by the Registrant by
amendment of this Current Report on Form 8-K no later than July 31, 2000.
(c) Exhibits
Exhibit No. Description
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2.1 Asset Purchase Agreement, dated as of May 4, 2000, by and among
Boron, LePore & Associates, Inc., C2P Acquisition Corp.,
Consumer2Patient, Inc., Physician2Physician, LLC, Alternative
Media Solutions, LLC and the sole stockholder of C2P.
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.
Dated: June 1, 2000 BORON, LePORE & ASSOCIATES, INC.
By: /s/ Anthony J. Cherichella
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Anthony J. Cherichella
Chief Financial Officer, Secretary
and Treasurer (Principal Financial
and Accounting Officer)
EXHIBIT INDEX
Exhibit No. Description
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2.1 Asset Purchase Agreement, dated as of May 4, 2000, by and among
Boron, LePore & Associates, Inc., C2P Acquisition Corp.,
Consumer2Patient, Inc., Physician2Physician, LLC, Alternative
Media Solutions, LLC and the sole stockholder of C2P.
