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WSTC > SEC Filings for WSTC > Form 8-K on 30-Jan-2014All Recent SEC Filings

Show all filings for WEST CORP

Form 8-K for WEST CORP


Results of Operations and Financial Condition, Change in Directors or Principal Officer

Item 2.02 Results of Operations and Financial Condition

On January 30, 2014, West Corporation (the "Company") issued a press release reporting results of operations for the three months and year ended December 31, 2013. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference in its entirety.

The information contained in Exhibit 99.1 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 29, 2014, the Board of Directors (the "Board") of the Company elected Michael A. Huber as a member of the Board. Mr. Huber replaces Steven G. Felsher who resigned effective January 29, 2014. Mr. Felsher's decision to resign did not involve any disagreement with the Company, the Company's management or the Board. Mr. Huber is President and a Managing Principal of Quadrangle Group LLC ("Quadrangle") and was designated to serve as a director by funds affiliated with Quadrangle in accordance with the terms of the Company's Stockholder Agreement. On January 29, 2014, the Board appointed Mr. Huber to serve as a member of the Audit Committee of the Board. Mr. Huber replaces Mr. Felsher on the Audit Committee.

Prior to the completion of the Company's initial public offering ("IPO"), affiliates of Thomas H. Lee Partners, L.P. and Quadrangle ("Former Sponsors") provided management and advisory services pursuant to a management agreement dated October 24, 2006 (the "Management Agreement") executed by the Company in connection with its 2006 recapitalization. Upon completion of the IPO, the Management Agreement was terminated in accordance with its terms. Pursuant to the terms of the Management Agreement and a management letter agreement the Company entered into with affiliates of the Former Sponsors, dated March 8, 2013, the total fees for services and expenses in the year ended December 31, 2013 paid to Quadrangle thereunder aggregated approximately $4.3 million.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press release, dated January 30, 2014, reporting results of operations for the three months and year ended December 31, 2013.

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