<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
----------------------------
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED].
For the fiscal year ended December 31, 1999
or
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED].
For the transition period from ________________ to _________________
Commission File No. 000-27778
A. Full title and address of the plan, if different from that of the issuer
named below:
PREMIERE TECHNOLOGIES, INC.
401(K) PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
PTEK HOLDINGS, INC.
3399 Peachtree Road, N.E.
The Lenox Building, Suite 600
Atlanta, Georgia 30326
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TABLE OF CONTENTS
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FINANCIALS PAGE
Item 1. Report of Independent Public Accountants.............................. 5
Item 2. Statements of Net Assets Available for Plan Benefits -- December 31,
1999 and 1998....................................................... 6
Item 3. Statement of Changes in Net Assets Available for Plan Benefits for
the Year Ended December 31, 1999.................................... 7
Item 4. Notes to Financial Statements and Schedules........................... 8
SCHEDULES
Schedule I. Schedule H, Line 4 -- Schedule of Assets Held for Investment
Purposes -- December 31, 1999....................................... 17
Schedule II. Schedule G, Part III -- Schedule of Nonexempt Transactions for
the Year Ended December 31, 1999.................................... 18
Signatures........................................................................... 19
EXHIBITS
Exhibit Index........................................................................ 20
</TABLE>
2
<PAGE>
REQUIRED INFORMATION
The following financial statements and schedules, copies of which are included
herewith, have been prepared in accordance with the financial reporting
requirements of the Employee Retirement Income Security Act of 1974, as amended:
3
<PAGE>
Premiere Technologies, Inc. 401(k) Plan
Financial Statements and Schedules
as of December 31, 1999 and 1998
Together With Auditors' Report
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Trustee of
Premiere Technologies, Inc.
401(k) Plan:
We have audited the accompanying statements of net assets available for plan
benefits of the PREMIERE TECHNOLOGIES, INC. 401(K) PLAN as of December 31, 1999
and 1998 and the related statement of changes in net assets available for plan
benefits for the year then ended. These financial statements and the schedules
referred to below are the responsibility of the Plan's administrator. Our
responsibility is to express an opinion on these financial statements and the
schedules based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
As described in Note 2, these financial statements and schedules were prepared
on the cash basis of accounting, which is a comprehensive basis of accounting
other than generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and schedule of nonexempt transactions are
presented for the purpose of additional analysis and are not a required part of
the basic financial statements but are supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in our audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
Atlanta, Georgia
June 26, 2000
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PREMIERE TECHNOLOGIES, INC. 401(K) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1999 AND 1998
1999 1998
----------- ----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Investments $21,718,678 $5,472,819
=========== ==========
The accompanying notes are an integral part of these statements.
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PREMIERE TECHNOLOGIES, INC. 401(K) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
ADDITIONS:
<S> <C>
Transfer from merged plans (Note 1) $12,456,907
-----------
Participant contributions 3,873,112
-----------
Investment income:
Net appreciation in fair value of investments 1,489,499
Interest and dividends 279,069
-----------
Total investment income 1,768,568
-----------
Total additions 18,098,587
DEDUCTIONS:
Distributions to participants or beneficiaries (1,852,728)
-----------
NET INCREASE 16,245,859
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year 5,472,819
-----------
End of year $21,718,678
===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
PREMIERE TECHNOLOGIES, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1999 AND 1998
1. PLAN DESCRIPTION
The following description of the Premiere Technologies, Inc. 401(k) Plan
(the "Plan") provides only general information. Participants should refer to
the plan document or the summary plan description for a more complete
description of the Plan's provisions.
General
The Plan is a defined contribution plan administered by the board of
directors of Premiere Technologies, Inc. (the "Company" or the "Employer").
Patrick G. Jones and Robert S. Vaters are trustees for the Plan
(collectively referred to as "Trustee"). Effective December 1, 1999, T. Rowe
Price Trust Company was appointed as custodian (the "Custodian") of the
Plan, replacing Great-West Life & Annuity Insurance Company ("Great-West").
In June 1997, the Company completed the acquisition of Voice-Tel
Enterprises, Inc. ("VTE"). In connection with this purchase, the Company
became the sponsor of the VTE 401(k) Savings and Investment Plan & Trust and
the Cleveland Voice-Tel ("CTE") 401(k) Plan as well as the Voice-Tel 401(k)
Plan. The assets for the VTE 401(k) Plan and the CTE 401(k) Plan were merged
into the Plan on January 1, 1998. The VTE 401(k) Plan was merged into the
Plan on July 9, 1999. For the years ended December 31, 1998 and 1999, the
Company acquired Xpedite Systems, Inc. ("Xpedite") and Intellivoice
Communications, Inc. ("Intellivoice"), respectively. Relative to the Xpedite
acquisition, the Company became the sponsor for the Xpedite 401(k) Plan,
ViTel International, Inc. 401(k) Profit Sharing Plan, and Swift Global
Communications, Inc. 401(k) Plan. In connection with the Intellivoice
acquisition, the Company became the sponsor for the Intellivoice Employee
Savings Plan. The assets for plans assumed in the Xpedite and Intellivoice
acquisitions were merged into the Plan on December 1, 1999. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of
1974, as amended.
Effective January 1, 1999, the Company adopted Statement of Position ("SOP")
99-3, "Accounting for and Reporting of Certain Defined Contribution Plan
Investments and Other Disclosure Matters." SOP 99-3 establishes new
disclosure requirements for defined contribution plans.
Eligibility
Effective on and after December 1, 1999, all covered employees of the
Company, as defined by the Plan, are eligible to participate in the Plan as
of the first day of the month following 30 days of employment. All part-
time, temporary, or seasonable associates, as defined by the Plan, are
eligible to participate in the Plan after completion of 12 continuous months
of employment ("service year") and having worked 1,000 hours within that
service year. These participants may enroll in the Plan the next January 1
or July 1 after the above-mentioned specified requirements are met.
Employee Contributions
Participants may elect to contribute, on a pretax basis, up to 20% of their
eligible compensation, as defined by the Plan. Contributions may be invested
in 1% increments totaling, but not exceeding, 100%
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into any of the investment options offered by the Plan. A participant may
prospectively change the percentage of his/her contribution at any time. The
change will generally be effective the next pay period.
Effective December 1, 1999, the following funds were offered by the Plan:
Janus Fund
This mutual fund seeks long-term growth of capital in a manner
consistent with the preservation of capital. It pursues its objective
by investing primarily in common stocks selected for their growth
potential. Although the fund can invest in companies of any size, it
generally invests in larger, more established companies.
Pimco Total Return II
This mutual fund seeks to achieve its investment objectives by
investing under normal circumstances at least 65% of its assets in a
diversified portfolio of fixed income instruments of varying
maturities. The average portfolio duration of this fund normally varies
within a three- to six-year term time frame based on PIMCO's forecast
for interest rates. The fund may invest only in U.S. dollar-denominated
securities of U.S. issuers that are rated at least Baa by Moody's or
BBB by S&P.
MFS Capital Opportunities
This mutual fund seeks to invest, under normal market conditions, at
least 65% of its total assets in common stocks and related securities,
such as preferred stock, convertible securities, and depositary
receipts. The fund focuses on companies that have favorable growth
prospects and attractive valuations based on current and expected
earnings or cash flow.
MAS Small-Cap Value
This mutual fund invests primarily in common stocks and other equity
securities with equity capitalizations in the range of companies
included in the Russell 2000 Index. The fund focuses on stocks that are
undervalued based on the adviser's proprietary measures of value.
Putnam International Growth
This mutual fund generally diversifies its investments among a number
of different countries by investing at least 65% of its total assets in
at least three countries other than the United States. The fund may
invest in both growth and value stocks.
Personal Strategy-Income
This mutual fund seeks the highest total return over time, consistent
with a primary emphasis on income and a secondary emphasis on capital
growth. The fund pursues this objective by investing in a diversified
portfolio typically consisting of about 40% stocks, 40% bonds, and 20%
money market securities.
Personal Strategy-Growth
This mutual fund seeks the highest total return over time, consistent
with a primary emphasis on capital growth and a secondary emphasis on
income. The fund pursues this objective by investing in a diversified
portfolio typically consisting of about 80% stocks and 20% bonds and
money market securities.
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International Stock Fund
This mutual fund seeks long-term growth of capital through investments
primarily in the common stocks of established, non-U.S. companies.
Equity Index 500 Fund
This mutual fund seeks to match the performance of the Standard &
Poor's 500 ("S&P 500"). Stock Index. The S&P 500 is made up of
primarily large-capitalization companies that represent a broad
spectrum of the U.S. economy and about 70% of the U.S. stock market's
total capitalization.
Dividend Growth Fund
This mutual fund seeks to provide increasing dividend income over time,
long-term growth of capital, and a reasonable level of current income
through investments primarily in dividend-paying stocks.
TRP Stable Value Fund
This mutual fund seeks to provide a maximum current income while
maintaining stability of principal. The fund invests primarily in
guaranteed investment contracts ("GICs"), bank investment contracts
("BICs"), and synthetic investment contracts ("SICs"). GICs, BICs, and
SICs are types of investment contracts that are designed to provide
principal stability and a competitive yield.
Prior to December 1, 1999, participants were able to elect the following
funds offered under a pooled separate account with Great-West, with the
exception of the Guaranteed Certificate Funds. Effective December 1, 1999,
all investments held within the pooled separate accounts were transferred
to similar funds offered by the Custodian, as noted above. The pooled
separate accounts invested in the publicly traded mutual funds described
below:
American Century: Twentieth Century Ultra Fund
This mutual fund generally targets companies with accelerating earnings
and revenues that have above-average prospects for appreciation. It is
expected to be rather volatile but intends to stay fully invested in
its holdings regardless of the movement of stock prices.
AIM Constellation Fund
This mutual fund consists of stocks of firms that have had significant
growth over a ten-year period or companies that report significantly
higher earnings than those anticipated by Wall Street.
Maxim Growth Index Portfolio
This mutual fund seeks investment results that correspond with the
performance of large-cap, growth-oriented stocks by investing in stocks
that comprise the Russell 1000 Growth Index. The Russell 1000 Growth
Index consists of larger U.S. companies by market capitalization.
Maxim Small-Cap Aggressive Growth Portfolio
In this mutual fund, at least 65% of assets are invested in companies
with market capitalization of less than $500 million. Up to 35% may be
in larger companies, and a limited amount may be in foreign securities
with an emphasis on undervalued securities.
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Orchard Index 600 Fund (Formerly Maxim Small-Cap Index Portfolio)
This mutual fund seeks investment results that correspond with the
performance of small capitalization stocks by investing in stocks that
comprise the Standard & Poor's (the "S&P") 500 Index. It represents the
performance of stocks in the small-cap sector of the United States.
Lord Abbett Developing Growth Fund
This mutual fund focuses on companies with above-average, long-term
growth rates; strong management; and proven commitment to growth. It
also focuses on companies with undervalued assets that are sometimes
overlooked by investors.
Maxim U.S. Government Mortgage Securities Portfolio
At least 65% of the mutual fund's holdings are securities related to
government agency mortgages. These holdings are backed by the full
faith and credit of the U.S. government or one of its agencies or
instrumentalities.
Maxim Investment Grade Corporate Bond Portfolio
This mutual fund generally invests in debt securities with a credit
rating of A or better. It invests strictly in investment-grade
corporate debt securities.
Maxim Corporate Bond Portfolio
This mutual fund seeks a high total return through a combination of
current income and capital appreciation. Normally, the fund invests all
of its assets in debt securities, although up to 20% of securities may
be invested in preferred stocks, 10% in foreign securities, and 35% in
high-yield securities rated below investment grade.
Putnam Global Governmental Income Fund
This mutual fund seeks high current income with capital preservation
and long-term total return. It typically invests at least 80% of its
assets in U.S. and foreign bonds with a credit rating of A or better.
Maxim Short-Term Maturity Bond Portfolio
The objectives of this mutual fund are preservation of capital,
liquidity, and maximum total return through investment in an actively
managed portfolio of debt securities. No individual security will have
a maturity of more than three years.
Fidelity Advisor Growth Opportunities
This mutual fund typically invests 65% of its assets in the common
stock of U.S. companies that have superior long-term growth potential.
It may invest in securities, such as preferred stocks or bonds
convertible into common stock, that may produce capital growth and in
foreign securities without limitation.
Orchard Index 500 Fund (Formerly Maxim Stock Index)
This mutual fund seeks investment results that correspond with the
performance of the S&P 500 Index. The S&P 500 Index consists of 500
widely held stocks on the New York Stock Exchange. Total returns assume
reinvestment of dividends but do not include the effect of taxes,
commissions, or other costs associated with investment in the stocks.
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AIM Weingarten
This mutual fund primarily invests in stocks of companies with earnings
higher than those expected by analysts. Investments are made in stocks
of companies whose stocks have grown at roughly twice the rate of the
average company in corporate America over the past ten years. Current
income is not an important criteria for selection.
Maxim Small-Cap Value Portfolio
This mutual fund maintains a socially responsible investment policy,
demonstrating concern for the environment, human rights, economic
priorities, and international relations. It seeks undervalued small-and
medium-sized companies with financial strength, distinct market niches,
and proven records of success.
Maxim Mid-Cap Growth Portfolio
This mutual fund seeks long-term growth of capital by investing at
least 65% of its total assets in a diversified pool of mid-cap
companies with well above average growth potential.
Maxim Blue Chip Portfolio
This mutual fund seeks long-term growth of both capital and income and
invests at least 65% of its assets in common stocks of companies with
market capitalizations of at least $1 billion. It focuses on companies
with proven records of earnings and dividends that appear to be in
sound financial condition.
AIM Charter Fund
This mutual fund generally invests in stocks of large, well-known
companies with a history of stable and improving revenues and earnings.
At least 90% of the fund's common stocks are expected to pay dividends.
Maxim Value Index Portfolio
This mutual fund seeks investment results that correspond with the
performance of large-cap, value-oriented stocks by investing in stocks
that comprise the Russell 1000 Value Index. The Russell 1000 Value
Index consists of larger United States companies by market
capitalization.
Putnam Fund for Growth & Income
This mutual fund invests primarily in common stocks issued by well-
established companies with a steady history of profits and attractive
price-to-earnings ratios. The fund may invest up to 20% in foreign
securities.
Fidelity Advisor Equity Income
The goal of this mutual fund is to exceed the average yield of the S&P
500 Index by holding a diversified selection of bonds and high-yielding
stocks. Typically, at least 65% of total assets are in undervalued,
income-producing equities with above-average and steadily increasing
dividends. The balance tends to be in convertible debt securities.
This mutual fund concentrates on countries whose markets are believed
to offer the best value, selecting those that show signs of solid
growth. The fund normally invests at least 65% of its assets in at
least three different countries, one of which may be the United States.
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Maxim Foreign Equity
This mutual fund seeks long-term capital growth and dividend income.
The fund normally invests at least 65% of its assets in equity
securities of issuers headquartered outside the United States.
Fidelity Advisor Overseas
This mutual fund selects countries based on economic growth, expected
inflation, governmental policies, and currency outlook. Most
investments are equity securities, including lower-quality, higher-
yielding securities.
Orchard Index European Fund
This mutual fund represents the performance of stocks in the large-cap
sector of European markets. The Financial Times-Stock Exchange
International; S&P; Goldman, Sachs & Company; and Nat Western
Securities, Ltd. sponsor this unmanaged, market-value weighted index of
equity securities.
Orchard Index Pacific Fund
This mutual fund represents the performance of stocks in the large-cap
sector of Pacific Rim markets. The Financial Times-Stock Exchange
International; S&P; Goldman, Sachs & Company; and Nat Western
Securities, Ltd. sponsor this market value weighted index of equity
securities.
Maxim Money Market Portfolio
This mutual fund seeks to preserve capital, maintain liquidity, and
earn the highest possible income by investing in short-term money
market securities. Remaining maturities of holdings may not exceed 13
months, except for U.S. government securities, which are limited to 25
months.
Profile Series Funds
These funds are comprised of the funds above in varying percentages to
allow participants to easily select varying degrees of risk/potential
return. Profile Series I is considered aggressive, Profile Series II is
considered moderately aggressive, Profile Series III is considered
moderate, Profile Series IV is considered moderately conservative, and
Profile Series V is considered conservative. Series IV and V are
combined in the accompanying financial statements.
Guaranteed Certificate Fund: Great-West General Account
A new certificate with its own unique interest rate is created at the
start of each deposit period, which lasts one calendar quarter. All
money contributed during each deposit period earns the same guaranteed
interest rate until the certificate matures. The maturity period is
three years. Contributions may not be transferred to another fund until
a certificate matures.
The stated objectives of these funds are not necessarily indicators of
actual performance.
Employer Contributions
Effective December 1, 1999, the Employer may contribute 100% of the
participant's contribution not to exceed 3% of his/her eligible compensation
("Matching Contributions"). Matching Contributions are invested in company
stock. However, a participant may elect, at any time after the Matching
Contributions are allocated to his/her account, to redirect their Matching
Contribution to any other investment option. The Company's board of
directors approved a Matching Contribution of $1,607,914 to the Plan for the
year ended December 31, 1999 (Note 2). The Employer may also elect to make a
discretionary profit-sharing contribution which is determined on an annual
basis. The Company's board of directors
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may elect to automatically invest the participant's discretionary profit-
sharing contribution in company stock. If the discretionary profit-sharing
contributions are invested in common stock, the participant may elect to
transfer his/her investment in the discretionary profit-sharing contribution
to the investment election of choice. The Company has not made a
discretionary contribution to the Plan for the year ended December 31, 1999.
Prior to this contribution, the Company had not made a discretionary profit-
sharing contribution to the Plan since the establishment of the Plan.
Rollovers From Other Plans
A participant who has received a distribution of his/her interest in a
qualified retirement plan may elect to deposit all or any portion of the
eligible amount of such distribution as a rollover to this plan.
Participant Accounts
Each participant's account is credited with the participant's contributions,
allocations of the employer matching and discretionary profit-sharing
contributions, and his/her share of the Plan's income. The Plan's income is
allocated based on the proportion that each participant's account balance
has to the total of all participants' account balances.
Vesting
Participants are immediately vested in the value of their contributions and
actual earnings thereon. Employer matching and discretionary profit-sharing
contributions vest according to the following schedule:
Vested
Percentage
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Years of service:
Less than one 0%
One 37
Two 64
Three 100
A participant will become fully vested in employer matching and
discretionary profit-sharing contributions, regardless of length of service,
in the event of death, total and permanent disability, or attainment of age
65.
Transfers from plans of prior employers are subject to the vesting schedule
above; except for transfers from Vitel International 401(k) Profit Sharing
Plan and Swift Global Communications, Inc. 401(k) Plan, which are 100%
vested.
Forfeited Accounts
Any terminated, nonvested accounts are deemed to be forfeitures. The
Employer will utilize forfeited accounts to reduce future employer
contributions or administrative expenses. The Plan did not have any
forfeited accounts during the years ended December 31, 1999 and 1998.
Distribution of Benefits
Upon retirement, death, disability, or termination of service, a participant
or his/her beneficiary may elect to receive a lump-sum distribution or
monthly, quarterly, semiannual, or annual installments for a period elected
by the participant, not to exceed the joint life expectancy of the
participant and his/her beneficiary. This distribution will be equal to the
participant's vested account balance and will be made in cash. However, if a
lump-sum payment is elected and a portion of the participant's vested
balance is in company stock, the participant may elect to receive payments
for that portion of his/her vested account in the form of company stock.
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Hardship distributions are permitted if certain criteria are met, as defined
by the Plan.
Loans to Participants
Participants may borrow the minimum of $1,000 up to a maximum equal to the
lesser of $50,000 or 50% of his/her vested account balance. The loans are
secured by the balance of the participant's account and bear interest at a
fixed rate over the life of the loan. Loans are repayable through payroll
deductions over periods ranging up to 60 months for a general-purpose loan
and up to 10 years for the purchase of a principle residence. The interest
rate is determined by the plan administrator based on prevailing market
conditions.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accounting records of the Plan are maintained on the cash basis of
accounting. Under the modified cash basis, receivables and accrued expenses
are not recorded and investments are stated at market value. Participant and
company contributions as well as refunds of contributions, as a result of
limitations under the Internal Revenue Code ("IRC"), were as follows for the
years ended December 31, 1999 and 1998.
1999 1998
---- ----
Participant contributions $ 0 $153,000
Company contributions 1,607,914 0
Refunds of contributions 0 5,789
These amounts have not been recorded in the accompanying financial
statements, which have been prepared on the modified cash basis of
accounting.
Valuation of Investments
Investments in the pooled separate account are stated in the accompanying
statements of net assets available for plan benefits at their fair values as
established by the Custodian based on the fair values of the underlying
assets. Such underlying fair values and the value of the mutual fund are
based on quoted market prices on national exchanges.
The American Institute of Certified Public Accountants Statement of Position
94-4, "Reporting of Investment Contracts Held by Health and Welfare Benefit
Plans and Defined Contribution Pension Plans," requires fair value reporting
of investment contracts that are not fully benefit-responsive. The
Guaranteed Certificate Fund is not fully benefit-responsive and is carried
at estimated fair value, which approximates contract value.
Net Appreciation (Depreciation)
Realized gains and losses on sales of investments and changes in unrealized
appreciation are recorded in the accompanying statement of changes in net
assets available for plan benefits as net appreciation in fair value of
investments.
Administrative Expenses
All costs and expenses incurred in connection with the general
administration of the Plan, with the exception of variable asset charges
imputed on certain plan assets, are paid by the Company.
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3. INVESTMENTS
The fair market values of individual assets that represent 5% or more of the
Plan's net assets as of December 31, 1999 and 1998 are as follows:
<TABLE>
<CAPTION>
1999 1998
---- ----
Great-West Life & Annuity Insurance Company:
<S> <C> <C>
Pooled separate account $ 0 $5,348,669
T Rowe Price:
Equity Index 500 Fund 14,424,058 0
International Stock Fund 2,007,586 0
</TABLE>
Net appreciation in fair value of investments by major investment type for
the year ended December 31, 1999 is as follows:
<TABLE>
<S> <C>
Mutual funds $ 651,410
Pooled separate account 838,089
----------
Total net appreciation $1,489,499
==========
</TABLE>
4. NONEXEMPT TRANSACTIONS
For the year ended December 31, 1999, the Company's failure to remit
participant contributions to the Plan within the 15-business day rule
constituted a lending of such monies to the Company. As such, these
transactions represented nonexempt transactions between the Company and the
Plan as identified in Schedule II. The deemed contributions were paid to the
Plan on March 2, 1999 for the payroll period ending December 12, 1998. The
Company is currently in the process of calculating the interest on the
contributions owed to the Plan.
5. TAX STATUS
The Internal Revenue Service has determined and informed the administrator,
by a letter dated September 28, 1993, that the standardized regional
prototype plan on which the Plan has adopted was designed in accordance with
applicable sections of the IRC as of that date. The administrator and the
Plan's tax counsel believe that the Plan is designed and is being operated
in compliance with the applicable requirements of the IRC. Therefore, the
plan administrator and the Plan's tax counsel believe that the Plan was
qualified and the related trust was tax-exempt as of the financial statement
dates.
6. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to terminate the Plan subject to the provisions of the
Employee Retirement Income Security Act of 1974, as amended. In the event of
plan termination, participants will become fully vested in their account
balances.
<PAGE>
SCHEDULE I
PREMIERE TECHNOLOGIES, INC. 401(K) PLAN
Schedule H, Line 4i--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1999
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<CAPTION>
Identity of Issuer, Borrower, Current
Lessor, or Similar Party Description of Investment Value
---------------------------- ------------------------- -------
Participant-Directed:
T. Rowe Price Investments:
<S> <C> <C>
Janus Fund, 200 shares $ 8,811
TRP Stable Value, 3,501,792 shares 3,501,792
PIMCO Total Return II, 10 shares 101
MFS Capital Opportunities, 72 shares 1,522
MAS Small-cap Value, 65 shares 1,316
Putnam International Growth, 81 shares 2,412
Personal strategy--income, 14,196 shares 184,977
Personal strategy--balanced, 17,086 shares 277,473
Personal strategy--growth, 55,016 shares 1,071,703
International Stock Fund, 105,496 shares 2,007,586
Equity Index 500 Fund, 364,612 shares 14,424,058
Dividend Growth Fund, 21 shares 424
* PARTICIPANTS Loans to participants with varying maturities and interest rates
ranging from 7.75% to 10.5% 236,502
-----------
$21,718,677
===========
</TABLE>
*Represents a party in interest.
The accompanying notes are an integral part of this schedule.
<PAGE>
SCHEDULE II
PREMIERE TECHNOLOGIES, INC. 401(k) PLAN
SCHEDULE G, PART III--SCHEDULE OF NONEXEMPT TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1999
<TABLE>
<CAPTION>
Relationship Current Value
Identity of Issuer or Party Involved to Plan Description of Transaction of Asset
------------------------------------ ------------ --------------------------- -------------
<S> <C> <C> <C>
* PREMIERE TECHNOLOGIES, INC. Plan sponsor Deemed loan to the Company dated December 20, $23,015
1998, maturity March 2, 1999
</TABLE>
*Represents a party in interest.
The accompanying notes are an integral part of this schedule.consent of
independent public accountants
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
PREMIERE TECHNOLOGIES, INC.
401(K) PLAN
By: ADMINISTRATIVE COMMITTEE OF THE
PREMIERE TECHNOLOGIES, INC.
401(K) PLAN
Date: June 28, 2000 By: /s/ Patrick G. Jones
------------------------
Name: Patrick G. Jones
Title: Plan Administrator
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EXHIBIT INDEX
Exhibit No. Page No.
23 Consent of Arthur Andersen LLP
