SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: July 3, 2003
FORGENT NETWORKS, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-20008 74-2415696
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
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108 Wild Basin Road
Austin, Texas 78746
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (512) 437-2700.
Item 2. Acquisition or Disposition of Assets.
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On July 3, 2003, Forgent Networks, Inc. (the "Company"), closed the sale
(the "Sale") of substantially all of the assets used in its videoconferencing
hardware services business (the "Services Business") to Gores Technology Group,
through its affiliate GTG Holdings Corp. (the "Buyer"). As consideration for the
sale of the Services Business, the Company received $7,350,000 in cash, which
was net of a $400,000 extension fee, and the assumption of substantially all of
the liabilities of the Services Business. In addition, the Company and Buyer
have agreed to reach an accord relating to up to $250,000 of initial purchase
price adjustments by July 31, 2003. An additional $2,000,000 in cash has been
placed in escrow for possible further purchase price adjustments and indemnity
claims. The purchase price escrow, consisting of $1,000,000, will remain in
escrow for a period of 120 days subsequent to the closing. The indemnity escrow,
consisting of $1,000,000, will remain in escrow for a period of 18 months
subsequent to the closing. The Company can give no assurances that it will
receive some or any of either the purchase price escrow or the indemnity escrow.
The Company's financial advisor, Raymond James & Associates, Inc., rendered a
report to the Company regarding the Sale. In connection with sale of the
Services Business, the Company and Buyer also entered into a transition services
agreement, whereby the Company will provide, for a fee at actual cost, certain
transition services for Buyer related to the assets acquired and liabilities
assumed in the Sale. The Company and Buyer also entered into a reseller
agreement, whereby Buyer will be able to resell the Company's software products,
and a co-marketing arrangement, whereby the Company will receive a commission
for referring videoconferencing related service business to Buyer.
In connection with the Sale, Dennis Egan, formerly the Company's Vice
President, Services, became employed by Buyer and entered into an employment
agreement with Buyer.
The Sale is more fully described in the Company's definitive proxy
statement on Schedule 14A, filed with the Securities and Exchange Commission on
May 30, 2003.
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Item 7. Financial Statements and Exhibits.
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(a) Not applicable.
(b) Pro forma financial information.
The pro forma financial statements of the Company required by this
Item 7(b) are not yet available. The Company expects that the pro
forma financial statements will be completed and filed by amendment to
this Form 8-K Current Report within 60 days after the date this Form
8-K Current Report is required to be filed with the Securities and
Exchange Commission.
(c) Exhibits.
The following exhibit is furnished in accordance with Item 601 of
Regulation S-K.
2.1 Asset Purchase Agreement, by and between Forgent Networks, Inc.,
GTG Holdings, Inc. and Pierce Technology Services, Inc. (formerly
VidCon Holding Corp.) (incorporated by reference to Annex A of
the Company's definitive proxy statement, filed with the
Securities and Exchange Commission on May 30, 2003).
99.1 Press Release of Forgent Networks, Inc., dated as of July 3,
2003.
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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, thereunto duly authorized.
Dated: July 18, 2003.
FORGENT NETWORKS, INC.
By:/s/ Jay C. Peterson
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Jay C. Peterson
Chief Financial Officer
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