8-K 1 a4568029.txt ONESOURCE 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 OneSource Information Services, Inc. ------------------------------------ (Exact name of registration as specified in charter) Date of Report (Date of earliest event reported): February 9, 2004 Delaware 000-25849 04-3204522 -------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 300 Baker Avenue, Concord, MA 01742 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (978) 318-4300 -------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events and Required FD Disclosure. ---------------------------------------- On February 9, 2004, OneSource Information Services, Inc. issued a press release regarding its receipt of a letter from ValueAct Capital indicating that ValueAct was prepared to offer to acquire all of the outstanding shares of OneSource at a cash price of $8.10 per share on the terms and conditions contained in a merger agreement enclosed with the letter. OneSource also announced that the special committee of the board of directors of OneSource is reviewing the proposal in order to determine the course of action which will serve the best interests of all shareholders. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------- (a) Financial Statements of Businesses Acquired. Not applicable -------------------------------------------- (b) Pro Forma Financial Information. Not applicable -------------------------------- (c) Exhibits. -------- Exhibit No. Description ---------- ----------- 99.1 Press Release dated February 9, 2004. -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 authorized officer. ONESOURCE INFORMATION SERVICES, INC. Dated: February 9, 2004 By: /s/ Roy D. Landon ----------------------------------- Name: Roy D. Landon Title: Senior Vice President and Chief Financial Officer -3- EXHIBIT INDEX ------------- Exhibit No. Description ---------- ----------- 99.1 Press Release dated February 9, 2004. -4-