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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): December 18, 1997
BRITE VOICE SYSTEMS, INC.
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(Exact name of Registrant as specified in its Articles of Incorporation)
Kansas 0-17920 48-0986248
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
250 International Parkway, Suite 300, Heathrow, Florida 32746
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (407) 357-1000
Not Applicable
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(Former name, or former address, if changed since last report)
ITEM 5. OTHER EVENTS
Effective December 12, 1997, Brite Voice Systems, Inc. ("Brite") entered
into a Purchase Agreement ("Agreement") with AT&T Corp. ("AT&T"). The
Agreement is a general agreement providing the framework for the future
purchase by AT&T of telecommunications products, software and services over a
period of up to four years. Under the Agreement, AT&T may negotiate and
place orders for Brite products, software and services. AT&T's initial order
in the approximate amount of $25 million was placed upon signing of the
Agreement. The initial order covers new personalized telecommunications
services and includes BriteESP architecture platforms, right-to-use licenses
for Brite's proprietary software, feature development, spares, test equipment
and warranty service. The value of total orders that may be placed under the
Agreement over three years may reach $50 to $60 million. As partial
consideration for the Agreement, AT&T and Brite entered into a Warrant
Purchase Agreement dated December 12, 1997, pursuant to which AT&T has been
granted a warrant to purchase up to 1,400,000 shares of Brite common stock at
an exercise price of $11.00 per share, subject to adjustment under certain
circumstances. AT&T's right to exercise the warrant is subject to certain
conditions.
In connection with the issuance of the warrant, Brite will record a
non-cash charge of approximately $5,000,000 associated with the value of the
warrant.
On December 18, 1997, Brite issued a press release concerning the
transaction with AT&T, a copy of which is attached hereto as Exhibit 99.1 and
is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
99.1 Press release of Brite dated December 18, 1997, relating to
Purchase Agreement with AT&T.
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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, thereunto duly authorized.
BRITE VOICE SYSTEMS, INC.
By: /s/ Glenn A. Etherington
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Glenn A. Etherington
Chief Financial Officer
Dated: December 18, 1997
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press release of Brite dated December 18, 1997, relating to
Purchase Agreement with AT&T.
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[BRITE LOGO]
NEWS RELEASE
Brite contact: David S. Gergacz, CEO 407-357-1050
Glenn Etherington, CFO 407-357-1002
AT&T contact: Dave Johnson, 908-234-5254
BRITE TO PROVIDE ENHANCED TELECOMMUNICATIONS PRODUCTS TO AT&T
LARGEST CONTRACT IN BRITE HISTORY
ORLANDO, FLA., DEC. 18, 1997 -- Brite Voice Systems announced today
that it has signed an agreement with AT&T Corp. to provide telecommunications
products for AT&T network services.
Under the contract, Brite will supply BriteESP-based advanced
telecommunications products, which will be used by AT&T to offer new
personalized services. BriteESP is an advanced adjunct technology which
provides a scaleable and distributed architecture and platform supporting
rapid and cost-effective deployment of new services in telecommunication
networks. Upon execution of the contract, AT&T placed an order for the first
phase of the project and expects to purchase additional products and services
under this contract over the next four years in accordance with traffic and
new application needs.
"The selection of BriteESP-based products by AT&T for delivery of its
new generation of services is extremely gratifying, and represents the
largest single contract award in the history of Brite," said Ray Naeini,
Senior Vice President and General Manager of Brite's Network Products
division.
By working with AT&T, Brite is reinforcing its strategic direction into
the telecommunications network market. Brite believes that this strategy has
the greatest potential return for its shareholders.
-more-
[BRITE LOGO]
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BRITE TO PROVIDE ENHANCED TELECOMMUNICATIONS PRODUCTS TO AT&T Page 2
"Our agreement with Brite enables AT&T to provide an exciting new
generation of adjunct-based services. The BriteESP-based products
capabilities are needed by AT&T to support our customers and services," said
James C. Ehlinger, AT&T Network Services Planning Vice President. "AT&T is
committed to providing the best combination of products and services to our
customers, and we believe this agreement with Brite will play a major role in
accomplishing our goals."
Brite is certified ISO 9001/TickIT, a globally accepted quality
management recognition. Brite's certification includes the design,
development, manufacture, installation and support of computer-based voice
and multimedia systems. The certification also includes the company's
associated managed services, information services and training services.
Brite is a world leader in providing enhanced telecommunications systems
and interactive information systems. Brite's products include prepaid and
enhanced calling card systems for wireless and landline communications
companies, and IVR-CTI for service companies. The company also provides
managed service capabilities for these products as well as telecommunications
management services. Brite's world headquarters are located in Heathrow,
Florida, a suburb of Orlando. The company has offices and facilities
worldwide.
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: This press release and public oral statements by Company
representatives, may contain certain forward-looking information that is
subject to certain risks and uncertainties that could cause actual results to
differ materially from those projected. Statements that are not historical
facts, including statements about confidence and strategies and plans and
expectations about new and existing products, services, technologies and
opportunities, industry growth, demand, demand and acceptance of new and
existing products, and returns on investments in products and markets are
forward-looking statements that involve risks and uncertainties that could
significantly impact the Company. These include but are not limited to the
projected market for Brite's products and references to areas of the business
that provide greatest potential return for shareholders. Factors which could
cause actual expectations to differ materially from these projections include
changes in the global economic conditions in both established and emerging
markets, as well as the competitive environment within the industry. For a
discussion of other risks and uncertainties to which information respecting
future events is subject, see the Company's periodic reports on Forms 10-K
and 10-Q.
