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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): September 11, 2000
Diamond Technology Partners Incorporated
(Exact name of registrant as specified in its charter)
Delaware 000-22125 36-4069408
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification Number)
John Hancock Center
875 North Michigan Avenue, Suite 3000 60611
Chicago, Illinois 60611 (Zip Code)
(Address of principal executive offices)
312-255-5000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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Item 2.
The registrant announced today that it has entered into a definitive stock
purchase agreement to acquire Cluster Telecom B.V. d/b/a Cluster Consulting
Group, a pan-European management consulting firm specializing in wireless
technology, Internet and digital strategies. The acquisition will be accounted
for under purchase accounting. The consideration will consist of US$44 million
in cash and a aggregate of 13.9 million shares and options for shares of
Diamond's Class B Common Stock allocated on the basis of Cluster's stock
ownership and option holdings as of the closing. All but 800,000 of the Class B
Common shares will be subject to transfer restrictions and risks of forfeiture
which lapse over periods ranging from 180 days to five years. The purchase
price was determined based on relevant revenue multiples of companies of similar
size and scope. The registrant will utilize cash from ongoing operations to pay
the cash portion of the purchase price. A copy of the press release announcing
the acquisition is attached hereto as Exhibit 99.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements: To be filed by amendment as permitted by Item
7(a)(4).
(b) Pro Forma Financial Information: To be filed by amendment as permitted
by Item 7 (a)(4).
(c) Exhibits
Exhibit Number Document Page
99 Press Release dated September 11, 2000 1
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SIGNATURE
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 duly authorized.
Diamond Technology Partners Incorporated
By:
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Karl E. Bupp
Vice President & Chief Financial Officer
September 11, 2000
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EXHIBIT INDEX
Exhibit Number Document Page
99 Press Release dated September 11, 2000 1
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