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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
Convergent Communications, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
211914403
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(CUSIP Number)
December 31, 1999
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(Date of event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[_] Rule 13d-1(b)
[_] Rule 13d-1(c)
[X] Rule 13d-1(d)
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP No. 211914403 13G Page 2 of 12 Pages
- ------------------------------ ---------------------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
John R. Evans
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [_]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
- --------------------------------------------------------------------------------
NUMBER OF 5. SOLE VOTING POWER
SHARES 0
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BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 3,494,450
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EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,103,866
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PERSON 8. SHARED DISPOSITIVE POWER
WITH 0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,494,450
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [_]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.1%
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12. TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 211914403 13G Page 3 of 12 Pages
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Keith V. Burge
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2. CHECK THE APPROPRIATE BOX IF (a) [X]
A MEMBER OF A GROUP
(b) [_]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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5. SOLE VOTING POWER
0
NUMBER OF ---------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 3,494,450
OWNED BY ---------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,236,432
PERSON ---------------------------------------------
WITH 8. SHARED DISPOSITIVE POWER
0
---------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,494,450
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [_]
----------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.1%
----------------------------------------------------------------
12. TYPE OF REPORTING PERSON
IN
----------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 211914403 13G Page 4 of 12 Pages
- ---------------------- ----------------------
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Philip G. Allen
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP\\*\\ (a) [x]
(b) [_]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5. SOLE VOTING POWER
0
NUMBER OF ----------------------------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 3,494,450
OWNED BY ----------------------------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,154,152
PERSON ----------------------------------------------------------------
WITH 8. SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,494,450
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES\\*\\ [_]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.1%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON\\*\\
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1.
(a) Name of Issuer.
The issuer is Convergent Communications, Inc. (the "Issuer").
(b) Address of Principal Executive Offices.
The Issuer's principal executive offices are located at 400
Inverness Drive South, Suite 400, Englewood, Colorado 80112.
Item 2.
(a) Name of Person Filing.
This Schedule 13G is being filed by John R. Evans, Keith V. Burge,
and Philip G. Allen.
(b) Address of Principal Business Office or, if none, Residence
The principal business office of Messrs. Evans, Burge, and Allen
(together, the "Reporting Persons") is:
Convergent Communications, Inc.
400 Inverness Drive South, Suite 400
Englewood, Colorado 80112
(c) Citizenship
Each of the Reporting Persons is a citizen of the United States of
America.
(d) Title of Class of Securities
This statement relates to shares of Common Stock of the Issuer.
(e) CUSIP Number
The CUSIP Number for the Common Stock is 211914403
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check
whether the person filing is a:
Not applicable.
PAGE 5 OF 12
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Item 4. Ownership
(a) Amount beneficially owned.
As of December 31, 1999, the number of shares of Common Stock
beneficially owned by each Reporting Person identified in Item 2 of this
Schedule 13G is:
Reporting Person Shares
John R. Evans 3,494,450 (1)
Keith V. Burge 3,494,450 (1)
Phillip G. Allen 3,494,450 (1)
(1) The shares held by the Reporting Persons and their family members are
subject to the Shareholders' Voting Agreement ("Agreement") effective
November 8, 1996 which provides an agreement to vote their common stock
beneficially or directly acquired as directed therein.
John R. Evans' shares include the following: 620,000 shares of Common
Stock held directly; 70,000 shares of Common Stock issuable upon exercise
of stock options exercisable within 60 days; 14,795 shares of Common Stock
issuable upon exercise of warrants exercisable within 60 days; 3,783
shares of Common Stock included in a 401(k) plan; 20,288 shares of Common
Stock held pursuant to a deferred compensation plan; 250,000 shares held
by his spouse; and 125,000 held by his children's trusts, of which Mr.
Evans is trustee.
Keith V. Burge's shares include the following: 880,000 shares of Common
Stock held directly; 70,000 shares of Common Stock issuable upon exercise
of stock options exercisable within 60 days; 14,795 shares of Common Stock
issuable upon exercise of warrants exercisable within 60 days; 3,762
shares of Common Stock included in a 401(k) plan; 17,875 shares of Common
Stock held pursuant to a deferred compensation plan; and 250,000 shares
held by his spouse.
Philip G. Allen's shares include the following: 805,000 shares of Common
Stock held directly; 70,000 shares of Common Stock issuable upon exercise
of stock options exercisable within 60 days; 14,795 shares of Common Stock
issuable upon exercise of warrants exercisable within 60 days; 3,384
shares of Common Stock included in a 401(k) plan; 10,973 shares of Common
Stock held pursuant to a deferred compensation plan; and 250,000 shares
held by his spouse.
(b) Percent of Class
As of December 31, 1999, the percentage of shares of Common Stock
beneficially owned by each Reporting Person identified in Item 2 of this
Schedule 13G is:
Reporting Person Percentages
John R. Evans 12.1%
Keith V. Burge 12.1%
Philip G. Allen 12.1%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
As of December 31, 1999, the number of shares of Common Stock as
to which each Reporting Person identified in Item 2 of this Schedule
13G had the sole power to vote or direct the vote is:
PAGE 6 OF 12
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Reporting Person Shares
John R. Evans 0
Keith V. Burge 0
Philip G. Allen 0
(ii) shared power to vote or direct the vote:
As of December 31, 1999, the number of shares of Common Stock as
to which each Reporting Person identified in Item 2 of this Schedule
13G had shared power to vote or direct the vote is:
Reporting Person Shares
John R. Evans 3,494,450
Keith V. Burge 3,494,450
Philip G. Allen 3,494,450
(iii) sole power to dispose or direct the disposition of:
As of December 31, 1999, the number of shares of Common Stock as
to which each Reporting Person identified in Item 2 of this Schedule
13G had the sole power to dispose or direct the disposition is:
Reporting Person Shares
John R. Evans 1,103,866
Keith V. Burge 1,236,432
Philip G. Allen 1,154,152
(iv) shared power to dispose or direct the disposition of:
As of December 31, 1999, the number of shares of Common Stock as
to which each Reporting Person identified in Item 2 of this Schedule
13G had shared power to dispose or direct the disposition is:
Reporting Person Shares
John R. Evans 0
Keith V. Burge 0
Philip G. Allen 0
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not applicable.
PAGE 7 OF 12
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Item 8. Identification and Classification of Members of the Group
See Exhibit A.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
Not applicable.
Exhibits:
A - Joint Filing Agreement.
B - Shareholders' Voting Agreement, effective November 8, 1996.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 14, 2000
By: /s/ John R. Evans
________________________
Name: John R. Evans
By: /s/ Keith V. Burge
________________________
Name: Keith V. Burge
By: /s/ Philip G. Allen
________________________
Name: Philip G. Allen
PAGE 8 OF 12
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JOINT FILING AGREEMENT
We, the signatories of the statement on Schedule 13G filed with respect to
the Common Stock of Convergent Communications, Inc., to which this Agreement is
attached, hereby agree that such statement is, and any amendments thereto filed
by any of us will be, filed on behalf of each of us pursuant to and in
accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act
of 1934.
Dated this 14th day of February, 2000.
By: /s/ John R. Evans
________________________
Name: John R. Evans
By: /s/ Keith V. Burge
_________________________
Name: Keith V. Burge
By: /s/ Philip G. Allen
_________________________
Name: Philip G. Allen
EXHIBIT A PAGE 9 OF 12
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SHAREHOLDERS' VOTING AGREEMENT
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This SHAREHOLDERS' VOTING AGREEMENT ("Agreement") is between and among the
undersigned shareholders of CONVERGENT COMMUNICATIONS, INC. ("Company") who hold
together with family members, collectively, a total of 7,500,000 shares of the
outstanding common stock of the Company, is effective as of November 8, 1996.
WHEREAS, Messrs. John R. Evans ("Evans"), Keith V. Burge ("Burge") and
Philip G. Allen ("Allen") have each acquired direct or beneficial ownership of
shares of the Company common stock; and
WHEREAS, such persons and the Company were parties to the Shareholders'
Agreement dated April 18, 1996 ("Original Agreement"); and
WHEREAS, Messrs. Evans, Burge, Allen and the Company desire to terminate
the Original Agreement in consideration of the undersigned agreeing to be
subject to this Shareholders' Voting Agreement; and
WHEREAS, the undersigned parties each have determined that it is in his,
her or its best interest and in the best interests of the Company to enter into
this Agreement whereby the undersigned persons who are or who become
shareholders of the Company shall agree to vote his, her or its common stock now
owned beneficially or directly or hereafter acquired as set forth in this
Agreement; and, therefore,
FOR CONSIDERATION, the receipt and sufficiency of which is hereby
acknowledged by each of the undersigned, each of the undersigned agree as
follows:
1. Voting Company Common Stock in Elections of Directors. Each of the
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undersigned agrees to vote all voting stock of the Company owned
directly or beneficially, or hereafter acquired, in any vote of
shareholders of the Company to elect directors or in any voting by
shareholders for the purpose of determining whether to retain or remove
directors, by voting all of the interest in any shares of voting stock
of the Company owned by any of the undersigned for each nominee to
serve as a director designated by a majority of Messrs. Evans, Burge
and Allen, and further to vote such voting shares of stock of the
Company against any matter relating to removal of one or more directors
or increasing the size of the Board of Directors of the Company, which
proposal is opposed by a majority of Messrs. Evans, Burge and Allen.
2. Procedure to Vote. In any vote of shareholders of the Company to which
-----------------
this Shareholders' Voting Agreement applies, Messrs. Evans, Burge and
Allen shall meet at least one day prior to the scheduled vote of
shareholders and shall determine among themselves, by a majority vote
as to how all persons subject to this Shareholders' Voting Agreement
shall vote their shares in such shareholders' vote and shall thereafter
promptly notify the persons who are parties to this Agreement as to how
such shares are to be voted in order to comply with this Agreement.
Thereafter, in any vote of shareholders held to consider a matter which
is subject to this Agreement and for which written instructions
EXHIBIT B PAGE 10 OF 12
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have been received as set forth above, each person who is a party to
this Agreement shall vote his, her or its shares of voting stock of the
Company in accordance with such directions.
3. Enforcement. A majority of Messrs. Evans, Burge and Allen shall have
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the authority on behalf of themselves and any other persons who are
parties to this Agreement, to bring such action, in law or in equity,
as shall reasonably be required in order to enforce, in an appropriate
manner, the obligations set forth in this Agreement and any person who
is a party to this Agreement hereby consents to any such action and
agrees and acknowledges that a threatened violation of this Agreement
would cause irreparable injury to the Company and the other parties to
this Agreement and that there would be an inadequate remedy at law to
enforce the obligations of this Agreement and that equitable relief,
including temporary injunctive relief, would be an appropriate remedy
hereunder and each of such persons further agrees that any vote made
contrary to the obligations of this Agreement shall be deemed null and
void and to have no force or effect.
4. Subsequent Shareholders Subject to this Agreement. Each of the
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undersigned persons agrees not to transfer any shares of Company voting
stock to any person who does not become a party to this Agreement at
the time of transfer. Each person who is or becomes a transferee of any
share from Messrs. Evans, Burge and Allen, including each of the
persons set forth below, or any person who acquires any voting stock of
the Company from any of Messrs. Evans, Burge or Allen or any of the
transferees of the Company common stock from such persons, whether such
shares are acquired before or after the effective date of this
Agreement, agrees that in consideration for the transfer of such shares
to such persons, as evidenced by the signature of such transferee on a
copy of this Agreement, shall be subject to and bound by the
obligations set forth herein.
5. Irrevocable Agreement. Each of the undersigned agrees and acknowledges
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that this Agreement shall be irrevocable without the prior written
consent of all of Messrs. Evans, Burge and Allen.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement effective as of November 8, 1996 and any subsequent date as to which
any person who becomes a party to this Agreement acquires voting stock of the
Company.
EXHIBIT B PAGE 11 OF 12
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Name and Signature
of Shareholder Number of Shares
- -------------- ----------------
- ------------------------------------------------ 1,800,000
John R. Evans
- ------------------------------------------------ 500,000
Cathy A. E. Evans -------
Total shares 2,300,000
=========
- ------------------------------------------------ 1,850,000
Keith V. Burge
- ------------------------------------------------ 500,000
Cindy A. Burge -------
Total shares 2,350,000
=========
- ------------------------------------------------ 1,850,000
Philip G. Allen
- ------------------------------------------------ 500,000
Nancy L. Allen -------
Total shares 2,350,000
=========
EXHIBIT B PAGE 12 OF 12
