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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 10, 1998
BRIGHTSTAR INFORMATION TECHNOLOGY
GROUP, INC.
(Exact name of Registrant as specified in charter)
Delaware 000-23889 76-0553110
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
10375 Richmond Avenue, Suite 1620, Houston, Texas 77042
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (713) 361-2500
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ITEM 5. OTHER EVENTS.
On November 10, 1998, BrightStar Information Technology Group, Inc.
("BrightStar") closed the purchase of all of the outstanding capital stock of
PROSAP AG (the "PROSAP Shares"), effective September 30, 1998, pursuant to a
stock purchase agreement among BrightStar, BrightStar Group International, Inc.,
a wholly-owned subsidiary, and Ronald Fiel. PROSAP AG is a Swiss holding company
which owns all of the outstanding capital stock of PROSAP Australia Pty. Ltd.
("PROSAP"). PROSAP is a certified National Implementation Partner of SAP AG of
Germany, a developer of enterprise resource planning software. The principal
business of PROSAP is providing implementation and support services to users of
software developed by SAP AG. The acquisition of PROSAP, headquartered in
Sydney, Australia, adds more than 75 information technology professionals to
BrightStar and, together with BrightStar's existing SAP implementation business
based in Melbourne, increases the number of BrightStar's information technology
professionals in Australia to over 200.
The aggregate consideration for this transaction was $8,884,000,
$4,100,000 of which was paid at closing. The remainder of the consideration will
be paid in installments as follows: (i) $1,534,000 payable on January 1, 1999,
(ii) $1,250,000 payable on April 1, 1999 and (iii) $2,000,000 payable on June
30, 1999.
The source of funds for the consideration paid at closing was
BrightStar's cash reserves resulting from the proceeds received by the company
in connection with its initial public offering on April 22, 1998. An amount
equal to $1,250,000 of the portion of the consideration payable on January 1,
1999 and the entire portion of the consideration payable on April 1, 1999 is
secured by an irrevocable letter of credit issued by Banque Paribas' Houston
agency.
Other than BrightStar's negotiations and discussions with
representatives of Ronald Fiel concerning the transaction described above, there
are no material relationships between Ronald Fiel and BrightStar or any of
BrightStar's affiliates, officers or directors, or any associate of any officer
or director of BrightStar.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No.
**2.1 Stock Purchase Agreement among BrightStar and BrightStar Group
International, Inc., as buyer, and Ronald Fiel, as seller,
dated as of November 10, 1998
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** previously filed
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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 to duly authorized.
Dated: January 22, 1999
BRIGHTSTAR INFORMATION
TECHNOLOGY GROUP, INC.
By: /s/ MARSHALL G. WEBB
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Marshall G. Webb, Chief Executive Officer
By: /s/ PATRICK R. QUINN
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Patrick R. Quinn, Chief Accounting Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
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<S> <C>
**2.1 Stock Purchase Agreement among BrightStar and BrightStar Group
International, Inc., as buyer, and Ronald Fiel, as seller,
dated as of November 10, 1998
</TABLE>
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** previously filed
