-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MhU4B6W9j7XO68zgRAVmTvYI1Cz3UAtm77/7YulOaFKcLZ7j2LwfidCZjwY7oHvZ //LDZbnIP9gmQzMnVv+Szg== 0000950116-02-002799.txt : 20021213 0000950116-02-002799.hdr.sgml : 20021213 20021213161714 ACCESSION NUMBER: 0000950116-02-002799 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021105 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20021213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NCO GROUP INC CENTRAL INDEX KEY: 0001022608 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 232858652 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21639 FILM NUMBER: 02857282 BUSINESS ADDRESS: STREET 1: 515 PENNSYLVANIA AVE CITY: FT WASHINGTON STATE: PA ZIP: 19034 BUSINESS PHONE: 2157939300 MAIL ADDRESS: STREET 1: 507 PRUDENTIAL ROAD CITY: HORSHAM STATE: PA ZIP: 19044 8-K 1 eightk.txt 8-K 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): December 10, 2002 NCO GROUP, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Pennsylvania 0-21639 23-2858652 - ------------------------------- ----------------- ---------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification Number) 507 Prudential Rd. Horsham, PA 19044 ------------------------------------------------------------ (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (215) 441-3000 -------------- Item 7. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired. Not Applicable. (b) Pro Forma Financial Information. Not Applicable. (c) Exhibits. Number Title - ------ ----- 99.1 Press Release of NCO Group, Inc. dated December 10, 2002. Item 9. Regulation FD Disclosure. On December 10, 2002, NCO Group, Inc. ("NCO Group") issued a press release announcing its acquisition of all of the stock of The Revenue Maximization Group Inc. ("RevGro") for $15.9 million. A copy of this press release appears as Exhibit 99.1 to this Report and is incorporated herein by reference. Risks Associated with the RevGro Acquisition If NCO Group is unable to successfully integrate the RevGro business into its operations, it may not be able to realize expected operating efficiencies, eliminate redundant costs, or operate the business profitably. The integration of the RevGro business is subject to a number of risks, including risks that: o the acquisition could divert management's attention from the daily operations of NCO Group and otherwise require additional management, operational and financial resources o the conversion of the RevGro computer and operating systems into NCO Group's systems may take longer or cost more than expected; o NCO Group may be unable to retain clients or key employees of RevGro; and o RevGro might have additional liabilities that NCO Group did not anticipate at the time of the acquisition. Forward Looking Statements Statements included in this Current Report on Form 8-K, other than historical facts, are forward-looking statements, as such term is defined in federal securities laws and regulations, which are intended to be covered by the safe harbors created in those laws and regulations. Forward-looking statements include, among others, statements as to the expected results of the RevGro acquisition on NCO Group's earnings, NCO Group's ability to realize operating efficiencies in the integration of the acquisition, and statements as to the NCO Group's or management's beliefs, expectations and opinions. Forward-looking statements are subject to risks and uncertainties and may be affected by various factors that may cause actual results to differ materially from those in the forward-looking statements. In addition to the factors discussed in this report, risks, uncertainties and other factors, including, without limitation, the risk that NCO Group will be able to realize operating efficiencies in the integration of the RevGro acquisition, risks related to past and possible future terrorist attacks, risks related to the economy, risks relating to growth and future acquisitions, risks related to fluctuations in quarterly operating results, and other risks detailed from time to time in NCO Group's filings with the Securities and Exchange Commission, including NCO Group's annual report on Form 10-K, filed on March 19, 2002, can cause actual results and developments to be materially different from those expressed or implied by such forward-looking statements. 2 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 duly authorized. NCO Group, Inc. By: /s/ Steven L. Winokur --------------------------------- Executive Vice President, Finance and Chief Financial Officer Date: December 13, 2002 EX-99 3 ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 [GRAPHIC OMITTED][GRAPHIC OMITTED] NEWS RELEASE For Immediate Release NCO GROUP ACQUIRES THE REVENUE MAXIMIZATION GROUP HORSHAM, PA, December 10, 2002 - NCO Group, Inc. ("NCO Group")(Nasdaq: NCOG), a leading provider of accounts receivable management and collection services, announced today that it acquired The Revenue Maximization Group Inc. ("RevGro"). NCO Group paid approximately $15.9 million for all of the stock of RevGro, subject to certain adjustments. RevGro is the market leader of healthcare collections in New York and New Jersey with annual revenues of approximately $25 million. RevGro is located in Long Island, NY, with collection offices in Albany, NY and Eatontown, NJ. The transaction is expected to be slightly dilutive to earnings in the fourth quarter of 2002 and accretive to the first quarter of 2003 and thereafter. Commenting on the transaction, Michael J. Barrist, Chairman and Chief Executive Officer of NCO Group, stated, "RevGro is the dominant provider of healthcare collection services in the New York/New Jersey marketplace. We believe that the RevGro acquisition represents a great opportunity for NCO Group to penetrate this market where we currently have a limited presence. In our view, the acquisition of RevGro further solidifies NCO Group's position as the dominant provider of outsourced receivable management services in the healthcare sector." NCO Group, Inc. is the largest provider of accounts receivable collection services in the world. NCO Group provides services to clients in the financial services, healthcare, retail and commercial, utilities, education, telecommunications, and government sectors. For further information: At NCO Group, Inc. At FRB / Weber Shandwick Michael J. Barrist, Chairman and CEO Joe Calabrese (General) - (212) 445-8434 Steven L. Winokur, EVP, Finance and CFO Nicole Engel (Analysts) - (212) 445-8452 (215) 441-3000 www.ncogroup.com ----------------------------------------------
Certain statements in this press release, including, without limitation, statements as to the impact from acquisitions, statements as to NCO Group's or management's beliefs, expectations or opinions, and all other statements in this press release, other than historical facts, are forward-looking statements, as such term is defined in the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created thereby. Forward-looking statements are subject to risks and uncertainties, are subject to change at any time and may be affected by various factors that may cause actual results to differ materially from the expected or planned results. In addition to the factors discussed above, certain other factors, including without limitation, risks relating to the acquisition including possible unknown liabilities, the risk that NCO Group will not be able to implement its five-year strategy as and when planned, risks related to the environmental liability, risks related to past and possible future terrorist attacks, risks related to the economy, the risk that NCO Group will not be able to improve margins, risks relating to growth and future acquisitions, risks related to fluctuations in quarterly operating results, risks related to the timing of contracts, risks related to international operations, and other risks detailed from time to time in NCO Group's filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K, filed on March 19, 2002, can cause actual results and developments to be materially different from those expressed or implied by such forward-looking statements. A copy of NCO Group's Annual Report on Form 10-K can be obtained, without charge except for exhibits, by written request to Steven L. Winokur, Executive Vice President, Finance/CFO, NCO Group, Inc., 507 Prudential Road, Horsham, PA 19044. -------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----