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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): December 1, 1998
Cambridge Technology Partners (Massachusetts), Inc.
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(Exact name of Registrant as specified in its charter)
304 Vassar Street, Cambridge, Massachusetts
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(Address of principal executive offices)
02139
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(Zip Code)
(617) 374-9800
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Registrant's telephone number, including area code
Delaware 0-21040 06-132-0610
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(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
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Item 5: Other Events
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On December 1, 1998, Cambridge Technology Partners (Massachusetts), Inc.
("Cambridge") reported that a lawsuit had been filed against Cambridge by
certain of the former shareholders of Excell Data Corporation in the United
States District Court for the District of Massachusetts. Cambridge issued a
press release (the "Press Release") announcing the filing of the lawsuit. The
Press Release is hereby incorporated by reference herein, and attached hereto as
Exhibit 99.1.
Exhibit No. Description
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99.1 Press Release issued by Cambridge on December 1, 1998.
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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.
CAMBRIDGE TECHNOLOGY PARTNERS
(MASSACHUSETTS), INC.
December 2, 1998 By: /s/ Arthur M. Toscanini
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Arthur M. Toscanini
Executive Vice President, Finance,
Chief Financial Officer, Treasurer
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Exhibit Index
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Exhibit No. Description
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99.1 Press Release Issued by Cambridge on December 1, 1998.
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EXHIBIT 99.1
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CAMBRIDGE TECHNOLOGY PARTNERS REPORTS SUIT BY CERTAIN FORMER SHAREHOLDERS OF
EXCELL DATA CORPORATION
CAMBRIDGE INTENDS TO VIGOROUSLY DEFEND THE SUIT
CAMBRIDGE, Mass. - December 1, 1998 -- Cambridge Technology Partners
(Massachusetts), Inc. (NASDAQ: CATP) (Cambridge) reported today that certain of
the former shareholders of Excell Data Corporation (Excell) filed a lawsuit
against Cambridge in the United States District Court for the District of
Massachusetts.
The complaint alleges breach of contract, violation of federal securities laws,
common law fraud, and negligent misrepresentation in connection with Cambridge's
August 31, 1998, acquisition of Excell and seeks unspecified damages. Cambridge
issued a total of approximately 1,680,000 shares of its common stock in the
acquisition. Under the terms of the acquisition agreement, none of the
plaintiffs continued their employment with Excell post-acquisition.
Cambridge believes that the plaintiffs' claims are without merit and intends to
vigorously defend the lawsuit.
ABOUT CAMBRIDGE TECHNOLOGY PARTNERS
Cambridge Technology Partners is a new breed of consulting and systems
integration firm. Since its founding in 1991, the company has applied its
unique core values to the consulting and application development markets to
fundamentally reinvent the way business and technology solutions are delivered.
Working within a fixed-time/fixed-price model, Cambridge's services span
management consulting, process innovation, custom and package software
deployment (including ERP applications), networking, and training to rapidly
deliver end-to-end business systems that create immediate bottom-line impact for
its clients. Cambridge has 53 offices and more than 4,300 employees worldwide.
Cambridge on the Web:http://www.ctp.com
FORWARD-LOOKING STATEMENTS
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This Press Release may include forward-looking statements (statements that are
not historical facts and relate to future performance) that involve risks and
uncertainties, including statements about future service offerings, client
relationships, and Cambridge's sales, marketing and operational capabilities.
These forward-looking statements are subject to risks and uncertainties and the
Company's actual future results may differ materially from those stated in any
forward-looking statements. Actual results may vary based on a number of
factors, including risks associated with management of growth, acquisitions,
attraction and retention of employees, variability of quarterly operating
results, including the effects of the client purchasing patterns due to Year
2000 issues, competitive factors, international operations, and protection of
intellectual property. For additional information concerning risks associated
with Cambridge's business and operating results, please see Cambridge's SEC
filings, including information (i) under the heading "Forward-looking
Statements" in its Form 10-K for the year ended December 31, 1997 and Form 10-Q
for the first and second quarters of 1998 and (ii) under the heading "Risk
Factors" in its Form S-3 filed in September 1998.
