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- Alternative Formats (Word, et al.)
- Accounting Treatment
- Administrative expenses
- Amendments and Waivers
- Approval of Charter Amendment to Increase Authorized Shares of Capital Stock
- Available Information
- Background of the Transaction
- Call Centre Limited, The
- Cash and cash equivalents
- Certain Ancillary Agreements and Documents
- Certain Arrangements Regarding the Directors and Management of the Company Following the Transaction
- Certain Federal Income Tax Consequences
- Certain Information Concerning the Ordinary Shares of Mitre
- Companies, The
- Company, The
- Comparative Historical and Per Share Data
- Completion
- Conditions to Completion
- Consolidated Statements of Cash Flows
- Consolidated Statements of Changes in Stockholders' Equity
- Consolidated Statements of Income (Loss)
- Contract set up costs recoverable
- Cost
- Cost of sales
- Covenants
- Current
- Description of Sitel Common Stock
- Effect Upon Existing Securityholders
- Escrow Account
- Escrow Agreement
- Exchange Rate Fluctuations
- Expenses
- Facilities
- Fiscal 1994 Compared to Fiscal 1993
- Fiscal 1995 Compared to Fiscal 1994
- General
- General Information
- Governing Law
- Historical Market Price and Dividend Data
- Incorporation of Certain Documents by Reference
- Index to Financial Statements
- Inflation
- Investor Letter
- Legal Matters
- Legal Proceedings
- Liquidity and Capital Resources
- Market Price of and Dividends on Sitel Common Stock
- Matters to be Considered at the Special Meeting
- Merit Communications NV
- Mitre plc
- Mitre Plc Management's Discussion and Analysis of Consolidated Financial Results
- Mitre Plc Selected Financial Data
- Net income
- Nine Months Ended February 29, 1996 Compared to Nine Months Ended February 28, 1995
- No Appraisal Rights
- Notes to Financial Statements
- Operating income
- Operating profit
- Opinion of Financial Advisor
- Other
- Overview
- Principal Shareholders; Security Ownership of Management
- Purchase, The
- Quarterly Results and Seasonality
- Reasons for and Effect of Proposed Amendment
- Reasons for the Transaction; Board of Directors' Recommendation
- Recent Acquisitions
- Recommendation of Board of Directors
- Registration Rights
- Registration Rights Agreement
- Regulatory Filings
- Relationships With Accountants
- Results of Operations
- Revenues
- Revocation of Proxies
- Selected Consolidated Financial Data
- Selected Pro Forma Financial Data
- Seller Representative
- Shareholder Proposals
- Share Purchase Agreement, The
- Sitel Corporation Selected Consolidated Financial Data
- SITEL Management's Discussion and Analysis of Financial Condition and Results of Operations
- Solicitation of Proxies
- Special Meeting, The
- Statements of Cash Flows
- Statements of Income
- Summary
- Summary Pro Forma Financial Information
- Survival and Indemnification
- Table of Contents
- Tax Covenant
- Termination
- The Call Centre Limited
- The Companies
- The Company
- The Purchase
- The Share Purchase Agreement
- The Special Meeting
- The Transaction
- Three Months Ended March 31, 1996 Compared to Three Months Ended March 31, 1995
- Transaction, The
- Turnover
- Voting at the Special Meeting
- Warranties
- 10.1 Limitations
- 10.2 Sellers' Liability
- 10.3 Procedures; Remedies Cumulative
- 11.1 Grounds for Termination
- 11.2 Effect of Termination
- 1.1 Definitions
- 12.10 Interpretation
- 12.1 Notices
- 12.2 Amendments and Waivers
- 12.3 Expenses
- 12.4 Successors and Assigns
- 12.5 Governing Law
- 12.6 Counterparts; Third Party Beneficiaries
- 12.7 Entire Agreement
- 12.8 Restrictive Trade Practices Act
- 12.9 Seller Representative
- 1994 Compared to 1993
- 1995 Compared to 1994
- 2.1 Purchase and Sale
- 2.2 Completion
- 2.3 Legending of Securities
- 2.4 Escrow Account
- 3.10 No Undisclosed Material Liabilities
- 3.11 Related Party Transactions
- 3.12 Contracts with Clients
- 3.13 Other Material Contracts
- 3.14 Litigation
- 3.15 Compliance with Laws and Court Orders; No Defaults
- 3.16 Properties
- 3.17 Intellectual Property
- 3.18 Insurance Coverage
- 3.19 Licenses and Permits
- 3.1 Corporate Existence and Power
- 3.20 Finders' Fees
- 3.21 Environmental Matters
- 3.22 Compliance with Environmental Permits and Environmental Laws
- 3.23 Environmental Audit
- 3.24 Sellers' Investment Purposes
- 3.25 Competition and Fair Trading Laws
- 3.26 Records and Software
- 3.27 Business Contracts
- 3.2 Authorization
- 3.3 Governmental Authorization
- 3.4 Non-Contravention
- 3.5 Capitalization
- 3.6 Ownership of Shares
- 3.7 Subsidiaries and Joint Ventures
- 3.8 Financial Statements
- 3.9 Absence of Certain Changes
- 4.1 Corporate Existence and Power
- 4.2 Corporate Authorization
- 4.3 Governmental Authorization
- 4.4 Non-Contravention
- 4.5 Buyer Stock
- 4.6 Buyer's SEC Reports
- 4.7 Finders' Fees
- 5.10 Termination of Shareholder Agreements
- 5.11 Stay Bonus Arrangements
- 5.12 Restrictions on Sale
- 5.13 Assignment of Lease
- 5.14 Translation of Documents
- 5.1 Conduct of the Company
- 5.2 Contracts
- 5.3 Access to Information
- 5.4 Notices of Certain Events
- 5.5 Certain Actions
- 5.6 Cooperation in Preparing Buyer Proxy Statement
- 5.7 Preferred Shares
- 5.8 Reconciliation of Financial Statements
- 5.9 Required Consents of Accountants
- 6.1 Stockholder Meeting; Proxy Material
- 6.2 Access To Records
- 6.3 Designation of Director
- 6.4 Auditors of the Group
- 7.1 Best Efforts
- 7.2 Certain Filings
- 7.3 Public Announcements
- 7.4 Restrictions on Sellers
- 7.5 HSR Act
- 8.1 Directors, Employees and Pensions
- 9.1 Conditions to Obligations of Buyer and Sellers
- 9.2 Conditions to Obligation of Buyer
- 9.3 Conditions to Obligation of Sellers
- 9.4 Reasonable Efforts to Fulfill Conditions to Completion
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1 | 1st Page - Filing Submission
|
5 | Table of Contents
|
7 | Summary
|
" | The Special Meeting
|
8 | The Companies
|
" | Mitre plc
|
9 | The Transaction
|
" | Opinion of Financial Advisor
|
10 | Accounting Treatment
|
" | Certain Federal Income Tax Consequences
|
" | Historical Market Price and Dividend Data
|
" | Summary Pro Forma Financial Information
|
12 | Comparative Historical and Per Share Data
|
13 | General Information
|
" | Matters to be Considered at the Special Meeting
|
" | Voting at the Special Meeting
|
14 | Revocation of Proxies
|
" | Solicitation of Proxies
|
" | General
|
" | Background of the Transaction
|
16 | Reasons for the Transaction; Board of Directors' Recommendation
|
22 | Principal Shareholders; Security Ownership of Management
|
24 | Certain Arrangements Regarding the Directors and Management of the Company Following the Transaction
|
" | Regulatory Filings
|
25 | Effect Upon Existing Securityholders
|
" | No Appraisal Rights
|
26 | The Share Purchase Agreement
|
" | The Purchase
|
" | Completion
|
" | Escrow Account
|
" | Warranties
|
" | Covenants
|
27 | Conditions to Completion
|
" | Survival and Indemnification
|
28 | Termination
|
" | Amendments and Waivers
|
" | Expenses
|
29 | Governing Law
|
" | Seller Representative
|
" | Registration Rights
|
" | Tax Covenant
|
" | Certain Ancillary Agreements and Documents
|
" | Registration Rights Agreement
|
30 | Escrow Agreement
|
" | Investor Letter
|
32 | Sitel Corporation Selected Consolidated Financial Data
|
33 | SITEL Management's Discussion and Analysis of Financial Condition and Results of Operations
|
" | Overview
|
34 | Results of Operations
|
" | Nine Months Ended February 29, 1996 Compared to Nine Months Ended February 28, 1995
|
" | Revenues
|
35 | Operating income
|
" | Net income
|
" | Fiscal 1995 Compared to Fiscal 1994
|
37 | Fiscal 1994 Compared to Fiscal 1993
|
" | Quarterly Results and Seasonality
|
" | Liquidity and Capital Resources
|
39 | Inflation
|
" | The Company
|
40 | Recent Acquisitions
|
41 | Facilities
|
42 | Legal Proceedings
|
43 | Description of Sitel Common Stock
|
" | Market Price of and Dividends on Sitel Common Stock
|
44 | Mitre Plc Selected Financial Data
|
" | Selected Consolidated Financial Data
|
46 | Selected Pro Forma Financial Data
|
47 | Mitre Plc Management's Discussion and Analysis of Consolidated Financial Results
|
48 | Three Months Ended March 31, 1996 Compared to Three Months Ended March 31, 1995
|
" | Turnover
|
" | Cost of sales
|
" | Administrative expenses
|
" | Operating profit
|
49 | 1995 Compared to 1994
|
" | 1994 Compared to 1993
|
51 | Exchange Rate Fluctuations
|
54 | Certain Information Concerning the Ordinary Shares of Mitre
|
55 | Approval of Charter Amendment to Increase Authorized Shares of Capital Stock
|
" | Reasons for and Effect of Proposed Amendment
|
" | Recommendation of Board of Directors
|
" | Incorporation of Certain Documents by Reference
|
56 | Available Information
|
" | Shareholder Proposals
|
" | Legal Matters
|
" | Relationships With Accountants
|
57 | Index to Financial Statements
|
69 | Consolidated Statements of Income (Loss)
|
70 | Consolidated Statements of Cash Flows
|
71 | Consolidated Statements of Changes in Stockholders' Equity
|
87 | Contract set up costs recoverable
|
92 | Cost
|
" | Other
|
94 | Merit Communications NV
|
112 | Statements of Income
|
114 | Statements of Cash Flows
|
116 | Notes to Financial Statements
|
144 | Cash and cash equivalents
|
152 | Current
|
170 | 1.1 Definitions
|
173 | 2.1 Purchase and Sale
|
" | 2.2 Completion
|
174 | 2.3 Legending of Securities
|
" | 2.4 Escrow Account
|
" | 3.1 Corporate Existence and Power
|
" | 3.2 Authorization
|
" | 3.3 Governmental Authorization
|
175 | 3.4 Non-Contravention
|
" | 3.5 Capitalization
|
" | 3.6 Ownership of Shares
|
" | 3.7 Subsidiaries and Joint Ventures
|
" | 3.8 Financial Statements
|
176 | 3.9 Absence of Certain Changes
|
177 | 3.10 No Undisclosed Material Liabilities
|
" | 3.11 Related Party Transactions
|
" | 3.12 Contracts with Clients
|
" | 3.13 Other Material Contracts
|
178 | 3.14 Litigation
|
" | 3.15 Compliance with Laws and Court Orders; No Defaults
|
" | 3.16 Properties
|
180 | 3.17 Intellectual Property
|
" | 3.18 Insurance Coverage
|
181 | 3.19 Licenses and Permits
|
" | 3.20 Finders' Fees
|
" | 3.21 Environmental Matters
|
" | 3.22 Compliance with Environmental Permits and Environmental Laws
|
182 | 3.23 Environmental Audit
|
" | 3.24 Sellers' Investment Purposes
|
" | 3.25 Competition and Fair Trading Laws
|
183 | 3.26 Records and Software
|
" | 3.27 Business Contracts
|
" | 4.1 Corporate Existence and Power
|
" | 4.2 Corporate Authorization
|
" | 4.3 Governmental Authorization
|
" | 4.4 Non-Contravention
|
" | 4.5 Buyer Stock
|
" | 4.6 Buyer's SEC Reports
|
184 | 4.7 Finders' Fees
|
" | 5.1 Conduct of the Company
|
185 | 5.2 Contracts
|
" | 5.3 Access to Information
|
186 | 5.4 Notices of Certain Events
|
" | 5.5 Certain Actions
|
" | 5.6 Cooperation in Preparing Buyer Proxy Statement
|
" | 5.7 Preferred Shares
|
187 | 5.8 Reconciliation of Financial Statements
|
" | 5.9 Required Consents of Accountants
|
" | 5.10 Termination of Shareholder Agreements
|
" | 5.11 Stay Bonus Arrangements
|
" | 5.12 Restrictions on Sale
|
" | 5.13 Assignment of Lease
|
" | 5.14 Translation of Documents
|
" | 6.1 Stockholder Meeting; Proxy Material
|
" | 6.2 Access To Records
|
188 | 6.3 Designation of Director
|
" | 6.4 Auditors of the Group
|
" | 7.1 Best Efforts
|
" | 7.2 Certain Filings
|
" | 7.3 Public Announcements
|
" | 7.4 Restrictions on Sellers
|
189 | 7.5 HSR Act
|
" | 8.1 Directors, Employees and Pensions
|
191 | 9.1 Conditions to Obligations of Buyer and Sellers
|
" | 9.2 Conditions to Obligation of Buyer
|
192 | 9.3 Conditions to Obligation of Sellers
|
" | 9.4 Reasonable Efforts to Fulfill Conditions to Completion
|
" | 10.1 Limitations
|
195 | 10.2 Sellers' Liability
|
" | 10.3 Procedures; Remedies Cumulative
|
196 | 11.1 Grounds for Termination
|
" | 11.2 Effect of Termination
|
" | 12.1 Notices
|
197 | The Call Centre Limited
|
198 | 12.2 Amendments and Waivers
|
" | 12.3 Expenses
|
" | 12.4 Successors and Assigns
|
" | 12.5 Governing Law
|
" | 12.6 Counterparts; Third Party Beneficiaries
|
" | 12.7 Entire Agreement
|
" | 12.8 Restrictive Trade Practices Act
|
199 | 12.9 Seller Representative
|
" | 12.10 Interpretation
|