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): October 3, 2002
PROQUEST COMPANY
-------------------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
-------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION OF INCORPORATION)
1-3246 36-3580106
------------------------ ------------------------------------
(COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
300 NORTH ZEEB ROAD, ANN ARBOR, MICHIGAN 48103
-------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(734) 761-4700
-------------------------
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
ITEM 5. OTHER EVENTS.
On October 8, 2002, Proquest Company (the "Registrant") announced that on
October 3, 2002 it replaced its then existing credit facility with a $175
million revolving credit facility with Bank of America N.A., as the lead agent
bank. The Registrant also announced that on October 3 it completed the private
placement of $150 million in 5.45% senior notes, due October 1, 2012. A copy of
the press release describing these transactions is included as an exhibit to
this Current Report on Form 8-K, and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits. A list of Exhibits included as part of this report is set
forth in the Exhibit Index which immediately precedes such exhibits and is
incorporated herein by reference.
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.
PROQUEST COMPANY
(Registrant)
Date: October 8, 2002
By: /s/ Todd W. Buchardt
-------------------------------------
Title: Vice President and General Counsel
-----------------------------------
EXHIBIT INDEX
--------------
Exhibit
Number Description
------- -----------
99.1 Press release, dated October 8, 2002, announcing closing of new
credit agreement and note placement.