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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-K
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
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For The Fiscal Year Ended December 31, 2004 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period
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Commission File Number 000-21771
West Corporation
(Exact name of registrant as specified in its charter)
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DELAWARE |
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47-0777362 |
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(State or other jurisdiction of incorporation of
organization) |
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(IRS Employer Identification No.) |
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11808 Miracle Hills Drive, Omaha, Nebraska |
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68154 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code:
(402) 963-1200
Securities registered pursuant to Section 12(b) of
the Act: None.
Securities registered pursuant to Section 12 (g) of
the Act:
Common Stock, par value $0.01 per share
(Title of class)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been
subject to such filing requirements for the past
90 days. Yes þ No o
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best of
registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this
Form 10-K or any amendment to this
Form 10-K. o
Indicate by check mark whether the registrant is an accelerated
filer (as defined in Rule 12b-2 of the
Act). Yes þ No o
The aggregate market value of the voting common equity held by
non-affiliates (computed by reference to the average bid and
asked price of such common equity) as of June 30, 2004, the
last business day of the registrants most recently
completed second fiscal quarter was approximately
$566.3 million. At February 18, 2005,
68,386,683 shares of common stock of the registrant were
outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrants proxy statement for the 2005
annual meeting of stockholders are incorporated into
Part III.
TABLE OF CONTENTS
1
FORWARD LOOKING STATEMENTS
This report contains forward-looking statements. These
forward-looking statements include estimates regarding:
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our 2005 financial outlook; |
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the adequacy of our available capital for future capital
requirements; |
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our future contractual obligations; |
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our capital expenditures; |
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the amount of consumer debt outstanding; |
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the availability of charged-off receivable portfolios at
acceptable terms for our purchase; |
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the impact of foreign currency fluctuations; |
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the impact of pending litigation; |
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the impact of changes in interest rates; and |
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the impact of changes in government regulation and related
litigation. |
Forward-looking statements can be identified by the use of words
such as may, should,
expects, plans, anticipates,
believes, estimates,
predicts, intends, continue,
or the negative of such terms, or other comparable terminology.
Forward-looking statements also include the assumptions
underlying or relating to any of the foregoing statements. Our
actual results could differ materially from those anticipated in
these forward-looking statements as a result of various factors,
including the risks discussed in Managements Discussion
and Analysis of Financial Condition and Results of
Operations Risk Factors and elsewhere in this report.
All forward-looking statements included in this report are based
on information available to us on the date hereof. We assume no
obligation to update any forward-looking statements.
PART I.
Overview
West Corporation provides business process outsourcing services
focused on helping our clients communicate more effectively with
their customers. We help our clients maximize the value of their
customer relationships and derive greater value from each
transaction that we process. Some of the nations leading
enterprises trust us to manage their most important customer
contacts and communication transactions. Companies in highly
competitive industries choose us for our ability to efficiently
and cost effectively deliver large and complex services and our
ability to provide a broad portfolio of voice transaction
services. We deliver our services through three segments;
Communication Services, Conferencing Services and Receivables
Management. Each segment leverages our core competencies of
managing technology, telephony and human capital.
Our communication services include both agent and automated
services. Our agent services provide clients with a
comprehensive portfolio of services driven by both
customerinitiated (inbound) and West-initiated
(outbound) transactions. We offer our clients large volume
transaction processing capabilities, including order processing,
customer acquisition, customer retention and customer care. Our
agent communication services are primarily consumer applications
but we also support business-to-business applications. Our
automated services operate over 137,000 Interactive Voice
Response ports, which provide large-volume, automated voice
response services to clients. Examples of our automated services
include automated credit card activation, prepaid calling card
services, automated product information requests, answers to
frequently
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asked questions, utility power outage reporting, and call
routing and call transfer services. Our Communication Services
segment operates a network of customer contact centers and
automated voice and data processing centers throughout the
United States and in Canada, India, Jamaica and the Philippines.
Our home agent service utilizes agents throughout the United
States.
Our conferencing services include an integrated suite of audio,
video and web conferencing services. These worldwide services
range from basic automated solutions to highly complex,
operator-assisted and event driven solutions. Our video
conferencing services provide basic video conferencing with the
additional ability to visually share documents and
presentations. Our web conferencing services provide web
conferencing and interactive web-casting services. Our
Conferencing Services segment operates facilities in the United
States, the United Kingdom, Canada, Singapore, Australia, Hong
Kong, Japan and New Zealand.
Our receivables management operations include first party
collections, contingent/ third-party collections, governmental
collections, commercial collections and purchasing and
collecting charged-off consumer and commercial debt. Charged-off
debt consists of defaulted obligations of individuals and
companies to credit originators, such as credit card issuers,
consumer finance companies, and other holders of debt. The
Receivables Management segment also provides contingent/ third
party collections, first party collection efforts on
pre-charged-off receivables and collection services for the
U.S. Department of Education and other governmental
agencies. Our Receivables Management segment operates facilities
in the United States, Jamaica and Mexico.
West Corporation, a Delaware corporation, is headquartered in
Omaha, Nebraska. Our principal executive offices are located at
11808 Miracle Hills Drive, Omaha, Nebraska. Our telephone number
is (402) 963-1200. Our website address is
www.west.com. All of our SEC reports are available free
of charge on our website.
None of the information on our website or any other website
identified herein is part of this report. All website addresses
in this report are intended to be inactive textual references
only.
Communication Services
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Customer Relationship Management Industry |
Our Communication Services segment operates in the customer
relationship management (CRM) industry. The CRM
function generally refers to a companys direct marketing
and customer service functions especially those that are
provided through customer contact centers. Once intended to
serve as a pure marketing or support function, contact centers
have undergone significant changes in functionality over the
last several years. In particular, the scope of customer
interaction has expanded greatly from single purpose
usually only support or marketing to
multi-dimensional, often combining customer support, sales,
marketing and technical support.
Contact centers experience significant fluctuations in support
and service demand. Many companies have found that it is not
cost-effective to maintain excess contact center capacity and
that they are not well equipped to accommodate fluctuations in
demand.
Companies traditionally relied on in-house personnel and
infrastructure to perform sales, direct marketing and customer
service. However, driven by increasing competition and the
evolution of the customer service function, businesses continue
to outsource CRM activities to focus on their core competencies
and reduce costs. Outsourced CRM providers may offer clients
lower overall contact center costs due to economies of scale,
sharing the cost of new technology among a larger base of users,
and higher capacity utilization rates. By turning to an
outsourced CRM provider, companies get access to leading edge
contact center technology without the cash outlay or maintenance
costs that accompany such top-tier platforms.
The outsourced CRM industry has evolved from primarily
single-facility, low technology environments to large, full
service organizations with multi-location, large-volume contact
centers that use advanced systems. Some independent CRM
providers have invested in large-volume state-of-the-art contact
centers and advanced network technology. Larger service
providers, who can achieve greater economies of scale, can more
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easily justify ongoing investment in sophisticated call
management software, predictive dialers and automatic call
distributors, which generally provide better quality and more
cost-effective services.
We are one of the few providers that offers a comprehensive
portfolio of outsourced CRM services. These services are driven
predominately by customer-initiated transactions that include
order processing, customer acquisition, customer retention,
customer service and product sales applications. This segment
has four primary service offerings: dedicated agent, shared
agent, business services and automated services.
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Description |
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Dedicated Agent
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Customized solutions provided by dedicated agents who have
extensive knowledge of a single client and its products. |
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Includes traditional customer care and sales. |
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Shared Agent
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Multiple contact centers and home agents are combined in a
virtual contact center solution designed to handle large volumes
of transactions that typically occur over short periods of time.
National print or television advertising campaigns have
historically driven these volumes. |
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Agents are trained on the proprietary call handling system, not
on specific client applications. The agents are highly efficient
because they are shared across many different client programs. |
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Performance-based marketing programs are used to upsell
products/ services specifically selected to match the
callers profile to maximize the value of the transaction. |
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Dedicated to more complex business marketing services for
clients that target small to medium sized businesses. |
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Addresses need for clients that cannot cost effectively serve a
diverse and small client base with the appropriate level of
attention. |
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Applications include sales, order management, technical support
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Automated Services
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State of the art proprietary platform of 137,000 interactive
voice response (IVR) ports |
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Services are highly customized and frequently combined with
other service offerings. Examples include: front-end customer
service applications; credit card activation; prepaid calling
services; automated product information request; answers to
frequently asked questions; utility power outage reporting; and
call routing and transfer services. |
We aim to enhance our position as a leading provider of
integrated CRM solutions. To this end, our strategy is to offer
an integrated suite of agent-based and automated CRM solutions
that are customized to address each clients unique needs.
We implement this strategy by providing high quality services,
providing integrated service solutions, emphasizing recurring
and large volume programs, capitalizing on state-of-the-art
technology and leveraging our strong management experience.
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Integrated Service Solutions. We develop customized and
integrated service solutions that are capable of incorporating
multiple service offerings. We integrate our service offerings
by using our voice and data networking technology and our
software systems and hardware platforms. We also design and
implement highly flexible applications, combining the large
volume capacity of automated voice response with our specialized
agent services. Integration of our services provides a
cost-effective, comprehensive solution for the client and
increases the effectiveness of our agents. We believe our
ability to offer integrated service solutions is critical to
growing, expanding and retaining our client relationships.
During 2004, we generated over 50% of our revenue from clients
that use two or more of our service offerings.
Recurring and Large Volume Programs. Our strategy is to
target clients with large volume programs. We generally seek
growth-oriented clients who need customized applications, which
often leads to long-term relationships. We have established a
track record of successfully managing large volume client
programs.
Technology. Our technology platform enables us to offer
premium quality, flexible and cost-effective service solutions
that are tailored to each clients unique needs. We
currently employ more than 950 information technology
professionals to modify and enhance our operating systems and to
design client programs. Examples of our technology include:
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computer/telephone and Internet protocol (IP) systems
integration; |
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proprietary CRM software systems; |
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proprietary IVR technology including advanced speech recognition; |
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high speed, fault-tolerant computer systems; |
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centralized network control; |
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intelligent upsells; and |
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proprietary staffing and scheduling. |
Strong Management Experience. We have distinguished
ourselves through our ability to attract and retain some of the
most talented managers in the outsourced CRM industry. The
executive officers who are responsible for our day-to-day
management have, on average, over ten years of experience.
We develop a detailed understanding of our clients unique
business requirements to more effectively manage interaction
with our clients current and prospective customers. This
allows us to create customized solutions that consistently meet
and exceed our clients needs. As a result, we can
cross-sell our services and proactively offer new applications.
Our top 10 clients have been using our services for an average
of over seven years.
We believe that service quality is a critical factor in a
potential clients decision to outsource its customer
service and sales functions. We differentiate the quality of our
services through our ability to:
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respond quickly to new client programs; |
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efficiently address staffing needs; |
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effectively employ operating systems that can process client
campaign data; and |
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provide timely and meaningful reports. |
We provide premium quality service through an extensive training
program and an experienced management team. We believe that the
quality of our service is one of our competitive advantages.
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Facilities and Service Security |
We recognize the importance of providing uninterrupted service
for our clients. We have invested significant resources to
develop, install and maintain facilities and systems that are
designed to be highly reliable. Our facilities and systems are
designed to maximize system in-service time and minimize the
possibility of a telecommunications outage, a commercial power
loss or an equipment failure.
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We use redundant network architecture, which substantially
reduces the possibility of a system failure and the interruption
of telecommunications service. Most of our contact centers are
serviced by dual central office switches, providing split access
flexible egress routing capabilities, as well as backup access
into each facility, using dual fiber ring SONET-based
self-healing network architectures. Most telephone numbers that
are directed to our contact centers are appended with dual
routing instructions in the event of an error on the primary
network path. These capabilities allow incoming calls to be
redirected via an alternate long distance switch and/or through
a backup access line in the unlikely event of a long distance or
local network failure.
Our systems also feature operational redundancy. We use
automatic call distributors with dual cores (CPU & I/ O
modules) and online automatic backup, as well as fault-tolerant
mainframe computers with spontaneous dual backup for processors,
disk management and mechanical functions. We store copies of all
proprietary software systems and client application software in
a secure off-site storage facility. We actively monitor all
critical components of our contact centers 24 hours per
day, 365 days per year. Many of our facilities also have
stand-alone primary power systems, which include both battery
backup and diesel generator backup power systems
We specialize in processing large and recurring transaction
volumes. We work closely with our clients to accurately project
future transaction volumes. We use the following practices to
efficiently manage our transaction volumes:
Historical Trend Analyses. We track weekly, daily and
hourly trends for individual client programs. We believe that
the key to a cost efficient CRM program begins with the
effective planning of future volumes to determine the optimal
number of sites, employees, workstations and voice response
ports that need to be deployed each hour. We have years of data
that we use to determine the transaction patterns of different
applications such as order capture, lead generation and customer
service.
Forecasting Call Volumes and Establishing Production
Plans. We forecast volumes for inbound calls to shared
agents for each one-half hour increment for each day. We then
use historical data regarding average handle time, average wait
time, average speed of answer and service level targets to
determine the actual number of transactions that may be
processed by a workstation or voice response port during a
specific one-half hour increment. This process enables the
effective determination of the number of workstations and voice
response ports needed for a given campaign.
Staffing and Scheduling Plans. Based upon the total
number of workstations required to be staffed, we create a
detailed staffing schedule. These schedules are typically
forecasted six to eight weeks in advance to assist the personnel
and training departments in hiring and training the desired
number of personnel. Agents are given regular work schedules
that are designed to coincide with anticipated transaction
patterns and trends. We have developed a proprietary scheduling
system, known as Spectrum, that efficiently identifies variances
between staff scheduled and staff needed. The system
accommodates real-time adjustments for personnel schedules as
volume projections fluctuate. Agent personnel directly interact
with the system through kiosks located in the contact center or
the Internet to schedule additional hours or excused time.
Network Control Center. Our multiple remote sites present
unique challenges in delivering consistent premium quality
service. Our Network Control Center, based in Omaha, Nebraska,
operates 24 hours a day, 365 days a year and uses both
internal and external systems to effectively create and operate
this remote site environment. We interface directly with long
distance carriers and have the ability to allocate call volumes
among our various contact centers on command with the assistance
of sophisticated third party routing products. Our traffic
control specialists compare actual volumes and trends to stated
staffing and scheduling plans. When necessary, we can adjust for
minor variances between actual and projected volumes and
personnel by facility. As a result, transactions are optimally
directed to available personnel, which maximizes the utilization
of personnel and improves efficiency. The Network Control Center
monitors the status of processing activities on a
minute-by-minute basis. Minor real time variances between
projected and actual trends are promptly entered into our
database and used to develop future campaigns and staffing
levels. During times of unexpected events, such as
weather-related situations, we can immediately react and,
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possible, redirect transactions to an unaffected site to satisfy
the business needs of our clients. We have global call handling
capabilities with approximately 13,200 seats in the U.S.,
5,500 U.S. home agents and 2,500 seats in other
countries. For each individual client, we determine how best to
deliver the optimal mix of service quality and cost through the
use of automation and available labor sources. We identify the
optimal solution from our best shore alternatives
including automated, domestic, offshore, home agent offerings,
or a combination thereof.
Our proprietary home agent service offers an attractive midpoint
price solution between domestic shared agent service and
offshore solutions. Our home agent solution also offers a number
of other advantages:
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Superior level of customer service from ability to attract a
highly educated workforce. |
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Highly efficient labor model. |
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Lower personnel costs. |
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Significantly less capital intensive. |
We offer our clients large-scale, cost-effective solutions on an
outsourced basis to help companies acquire, retain and grow
their customer relationships. Our sales and marketing strategy
focuses on leveraging our expertise, integrated service
capabilities and reputation for premium quality service to
cross-sell our services to existing clients and to develop new
long-term client relationships. We also identify potential new
clients with aggressive growth objectives and premium brands in
industries that face increased competition.
We formulate detailed annual sales and marketing plans for our
Communication Services segment. These plans contain objectives
and milestones, which we track regularly throughout the year.
Our sales organization is organized and trained to focus on
specific industries and overall client needs. Our objective is
to sell integrated solutions to prospective and existing
clients. We pay commissions on both new sales and incremental
revenues generated from new and existing clients to sales
professionals.
Our competitors in the CRM solutions industry range from very
small firms catering to specialized programs and short-term
projects, to large independent firms. We also compete with the
in-house operations of many existing clients and potential
clients. We believe that only one or two competitors have the
capability to provide a full suite of outsourced CRM solutions.
The principal competitive factors in this industry include:
quality of service, range of service offerings, flexibility and
speed of implementing customized solutions to meet clients
needs, capacity, industry-specific experience, technological
expertise and price.
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Contact Management Systems |
We specialize in processing large and recurring volumes on
behalf of our clients. Our ability to consistently staff and
manage our agents across geographically dispersed contact
centers is critical to providing premium quality service. We
apply standardized practices in our contact centers to ensure
uniform quality of service. We maintain strong centralized
control to assure rigorous adherence to management practices,
including quality assurance, and to provide daily staffing plans
for each individual site.
We continuously monitor and evaluate the performance of our
agents to ensure that we meet or exceed both our own and our
clients quality standards. Our quality assurance testing
includes monitoring agent and consumer contacts. We encourage
our clients to participate in all aspects of the quality
assessment.
We have direct contact with our clients customers. Given
the importance of this role, we believe that our ability to
provide premium quality service is critical. West and our
clients shadow-monitor and evaluate the performance of agents to
confirm that clients programs are properly implemented
using clients approved
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scripts and that the agents meet clients customer service
standards. We regularly measure the quality of our services by
reviewing such variables as average handle time, volume, average
speed of answer, sales per hour, rate of abandonment, quota
attainment and order conversion percentages. We provide clients
with regular reports on the status of ongoing campaigns and
transmit summary data and captured information electronically to
clients.
We maintain quality assurance functions throughout our various
agent-based service offering organizations. These quality
assurance groups are responsible for the overall quality of the
services being provided. We use statistical summaries of the
performance appraisal information for our training and
operations departments to provide feedback and to identify
agents who may need additional training.
See Note 13 to our Consolidated Financial Statements for a
summary of the revenues, operating income and total assets for
our Communication Services segment for each of the last three
fiscal years.
Conferencing Services
The conferencing services industry consists of audio, video and
web conferencing services that are marketed to businesses and
individuals worldwide. Web services include data conferencing,
collaboration, web-casting, and the delivery of commercial,
online training and education applications.
An important trend in the conferencing services industry is the
growth of unattended conferencing, which are services that do
not use an operator. Customers like unattended conferencing
because it is easy to use and it costs less than attended
conferencing calls. Over the last several years, the market for
conferencing services has been subject to significant demand and
pricing fluctuations. From a demand perspective, efforts by
businesses, private organizations and state governments to
reduce costs have led to business travel reductions, which has
increased demand for conferencing services. From a pricing
perspective, increasing competition and financial instability
among some of the larger audio conferencing providers has led
providers to reduce prices. In addition, as long distance
telephone rates have fallen competition between carriers and
service providers has caused additional reductions in
conferencing prices.
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Our Conferencing Services segment offers an integrated suite of
conferencing services including audio, video and web
conferencing. Our capabilities include a broad spectrum of
conferencing solutions from the most basic automated audio
solutions (reservationless) to highly complex,
operator-assisted, event-driven and multimedia solutions. Our
Conferencing Services client base includes many Fortune
500 companies. In addition to a strong presence in the
United States, including 29 domestic sales offices, the
segments reach extends to sales offices and operations
facilities around the world in Europe, Canada, Australia, New
Zealand, Singapore, Hong Kong and Japan. This segment has four
primary service offerings: operator assisted, automated, video
conferencing and web conferencing.
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Description |
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Operator Assisted
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Events and large-scale conferences.
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Provides a wide range of features and enhancements such as
ability to record, broadcast, schedule and administer meetings.
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Automated
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Reservationless conferencing without an operator.
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Available for fast, convenient and dependable conferencing
solutions.
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Video Conferencing
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Video conferencing services through our product InView.
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Basic video conferencing services with the additional ability to
share documents and PowerPoint presentations and stream
conferences to the Internet.
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Web Conferencing
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Web conferencing services through a proprietary product as well
as through a re-sale agreement with WebEx and Microsoft products.
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We have positioned ourselves as a leading provider of high-touch
conferencing services. Unlike many of our competitors, we
maintain a direct sales force that is focused exclusively on
understanding our clients needs and delivering
conferencing solutions. We train Meeting Consultants
to assist clients in cultivating strong meeting leadership
skills and in techniques to increase participation in
geographically dispersed meetings. This high-touch,
service-intensive effort is a differentiating characteristic of
our conferencing services business relative to our competitors.
Our strategy is to:
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drive increased usage within the existing client base; |
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market to new and existing clients a comprehensive service
offering that provides high personal touch; |
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continue to improve operating efficiencies; and |
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leverage our financial stability and brand equity as a leading
provider of outsourced CRM services in sales and marketing
efforts. |
Our Conferencing Services segment manages sales and marketing
through three dedicated channels, National Accounts, Direct
Sales and the Internet. National Accounts sales representatives
sell to Fortune 500 companies with each representative
working eight to twelve assigned accounts. Direct Sales
consultants primarily focus on non-Fortune 500
accounts. Direct Sales meeting consultants cover a much
larger client base, primarily through a call center, and are
assigned a number of prospects to call each week. We also have
international professional sales representatives providing local
market expertise and intelligence.
Our subsidiary ConferenceCall.com uses Internet marketing to
acquire customers. ConferenceCall.coms primary customer
acquisition vehicle involves using Internet-based search engines
to identify potential
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purchasers of conferencing services. ConferenceCall.com places
paid advertisements on search pages of major Internet search
engine sites. When a potential customer searches for
conference calls or similar keywords, our paid
advertisements are among the first search results to appear.
Search engine companies auction off positioning for selected
search terms in a dynamic fashion thus allowing individual
advertisers to bid on the next click through for any
given search term. The strength of ConferenceCall.coms
marketing program lies in its ability to automatically monitor
ad placement on all of the major search engines and ensure
optimal positioning on each of these search sites.
A December 31, 2003 study by Frost and Sullivan, indicates
that, based on revenue, we are the third largest provider of
conferencing services in the world. This market is highly
competitive. Our competitors in the conferencing solutions
industry range from large long distance carriers such as
AT&T, MCI, Sprint and Global Crossing to independent
providers such as Premier Global Services, Inc. and Genesys
Conferencing. We believe that we have been able to grow market
share in recent years due to our relatively large,
geographically dispersed sales force dedicated solely to
providing conferencing solutions on a global basis. Some
competitors sell conferencing services as part of a bundled
product and therefore may not be as focused on meeting specific
conferencing solution needs.
The competitive outlook in the conferencing services industry
varies across the types of conferencing services provided. The
number of competitors in the audio conferencing services
industry is steadily decreasing as the industry continues to
consolidate in the wake of pricing pressures and technological
advances. However, as video and web conferencing services
continue to develop, new vendors are entering the marketplace
and offering a broader range of conferencing solutions.
See Note 13 to our Consolidated Financial Statements for a
summary of the revenues, operating income and total assets for
our Conferencing Services segment for each of the last three
fiscal years.
Receivables Management
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Receivables Management Industry |
We entered the receivables management market through our
acquisition of Attention in August 2002 and significantly
expanded our presence in this industry through our August 2004
acquisition of Worldwide.
Debt collection companies have existed since the emergence of
consumer credit. The sale of distressed debt to recovery
specialists, however, arose in the 1980s. As the distressed debt
market developed in the 1980s, regular buyers of debt emerged
and banks began selling not only distressed commercial and
industrial loans but also charged-off consumer credit card debt.
The receivables management market is large, growing and highly
fragmented, with outstanding non-mortgage consumer debt alone
expected to reach $2.8 trillion by 2010. Approximately
6,000 companies generate roughly $10 billion in annual
revenue within the distressed consumer debt recovery industry,
15 of which purchase about 80% of the debt sold annually.
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We provide first-party and third-party collection services to
companies in various industries including healthcare,
automotive, telecommunications, financial services and retail.
We also provide commercial collection services, government
collections and debt purchasing. The service offerings for the
receivables management segment include: first-party collections,
contingent/third-party, government, commercial and debt
purchasing.
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Description |
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First Party Collections
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Pre-charged-off debt.
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Typically large scale placements.
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Scripted, customer-service oriented agents are required.
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Dollar per hour revenue model.
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Contingent/ Third Party
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Charged-off debt.
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Focused on industry verticals (e.g., healthcare, credit card,
telecom and auto deficiency).
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Percentage of collection revenue model.
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Collection approach determined by age of receivables and
previous collection efforts.
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Government
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Three-year U.S. Department of Education contract signed in
November 2004 Unique student loan default prevention used at 141
campus locations
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Commercial
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Broad suite of business services designed to maximize long term
return on receivables.
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Ability to leverage pre-legal and legal services.
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Acquiring small business clients utilizing telesales.
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Debt Purchasing
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Strong analysis to identify and purchase large charged-off
portfolios.
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Large forward-flow arrangements.
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Strong financial partners Cargill Financial Services
Corp. and SLM Corporation (Sallie Mae).
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Recovery strategies that include use of legal services.
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We were attracted to the receivables management business for a
number of reasons: (i) the market is large, growing and
highly fragmented; (ii) we believe we can leverage our
technology and scale efficiencies; and (iii) the segment
represents a higher growth and higher margin business to which
over time we can transition a portion of our outbound capacity.
We purchase distressed and defaulted accounts and consumer
credit receivables. We service these defaulted portfolios via
telephone, mailings and litigation with the goal of recovering
all or a portion of the amount due on the individual loans
purchased within the portfolio. We use two portfolio lenders who
advance 80% to 85% of the purchase price with West financing the
remaining 15% to 20% of each portfolio. The debt from the
financing companies has a variable interest rate, with the
lenders also sharing in the final profits of the portfolio after
all collection efforts, principal, and interest has been repaid.
The debt from the financing company is non-recourse to us and is
collateralized by all receivable portfolios within a loan
series. Each loan series contains a group of portfolio asset
pools, which have an aggregate original principal amount of
approximately $20 million.
11
The receivables management and collection industry is highly
competitive and fragmented. We compete with a large number of
providers including large national companies as well as regional
and local firms. Many large clients retain multiple receivables
management and collection providers, which exposes us to
continuous competition in order to remain a preferred vendor. We
believe that the primary competitive factors in obtaining and
retaining clients are the ability to provide customized
solutions to a clients requirements, personalized service,
sophisticated call and information systems and price.
Debt purchasing is subject to additional competitive factors.
Competitive pressures affect the availability and pricing of
receivable portfolios. In addition, there continues to be a
consolidation of credit card issuers, which have been a
principal source of receivable purchases. This consolidation has
decreased the number of sellers in the market and, consequently,
could over time, give the remaining sellers increasing market
strength in the price and terms of the sale of charged-off
credit card accounts.
See Note 13 to our Consolidated Financial Statements for a
summary of the revenues, operating income and total assets for
our Receivables Management segment for each of the last three
fiscal years.
The remainder of this section applies to our entire
consolidated enterprise.
Personnel and Training
We believe that a key component of our success is the quality of
our employees. As a large-scale service provider, we continually
refine our approach to recruiting, training and managing our
employees. We have established procedures for the efficient
weekly hiring, scheduling and training of hundreds of qualified
employees. These procedures enable us to provide flexible
scheduling and staffing solutions to meet client needs.
We offer extensive classroom and on-the-job training programs
for personnel, including instruction regarding call-processing
procedures, direct sales techniques, customer service
guidelines, telephone etiquette and proper use of voice
inflections. Operators receive professional training lasting
from four to 35 days, depending upon the client program and
the nature of the services being provided. In addition to
training designed to enhance job performance, employees are also
given a detailed description of our organizational structure,
standard operating procedures and business philosophies.
At December 31, 2004, we employed approximately 28,000
employees. Approximately 24,600 were employed in the
Communication Services segment, approximately 1,900 were
employed in the Conferencing Services segment, and approximately
1,500 were employed in the Receivables Management segment.
Approximately 5,000 of these employees were employed in
management, staff and administrative positions. We consider our
relations with our employees to be good. None of our employees
are represented by a labor union.
Technology and Systems Development
Our software and hardware systems, as well as our network
infrastructure, are designed to offer high-quality and
integrated solutions. We have made significant investments in
reliable hardware systems and integrate commercially available
software when appropriate. Because our technology is client
focused, we often rely on proprietary software systems developed
in-house to customize our services. Our significant achievements
include:
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development of sophisticated data collection tools and data
warehousing systems to analyze and measure the success of
clients programs; |
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design of a proprietary system that web-enables our
workstations, enhancing our agents effectiveness in
interacting with our clients customers; |
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development of a proprietary, highly responsive scripting
system; and |
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development of a proprietary, state-of-the-art workforce
management and scheduling system. |
12
Our network facilities and systems are designed to maximize
system in-service time and minimize the possibility of failure.
Our infrastructure is designed to reduce the possibility of
system or site downtime or interruption of the
telecommunications service. We use commercially available and
time-proven voice switching equipment. Our back-end systems,
including client billing are primarily internally developed.
Proprietary Rights and Licenses
We rely on a combination of applicable copyright, patent,
trademark and trade secret laws, as well as on confidentiality
procedures, to establish and protect our proprietary rights. We
have been issued six patents, two of which came through the
InterCall acquisition, and have 60 pending patent applications
pertaining to intelligent upsells, transaction processing, call
center and agent management, data collection, reporting and
verification, micro payments, conferencing and credit card
processing. Despite these precautions, we cannot assure you that
third-parties will not misappropriate our proprietary
technology. Although we believe that our intellectual property
rights do not infringe upon the proprietary rights of third
parties, we cannot assure you that third parties will not assert
infringement claims against us. Further, we operate in many
foreign jurisdictions. We cannot assure you that we will be able
to protect our intellectual property in these or other foreign
jurisdictions.
Reliance on Major Clients
A significant portion of our revenue is generated from
relatively few clients. The loss of a significant client could
seriously harm us. We had two customers that accounted for
approximately 18% of our total revenue in 2004. The revenue
generated by these two customers results from over 40 programs
which utilize technology from agent based, automated and
conferencing services. During 2004, our 100 largest clients
represented 69% of our revenues.
Foreign Operations
At December 31, 2004, our total revenue and assets outside
the United States were less than 10% of our consolidated revenue
and assets.
Our Communication Services segment operates facilities in
Victoria, British Columbia, Makati City, Philippines and
Kingston and Montego Bay, Jamaica. Our Communication Services
segment also contracts for workstation capacity in Mumbai,
India. Currently, these contracts are denominated in
U.S. dollars. These call centers receive or initiate calls
only from or to customers in North America. Under the Mumbai
arrangement, we do not own the assets or directly employ any
personnel.
Our Conferencing Services segment has international sales
offices in Canada, Australia, Hong Kong, Ireland, the United
Kingdom, Singapore, Germany, Japan and France. Our conferencing
services segment operates facilities in the United States, the
United Kingdom, Canada, Singapore, Australia, Hong Kong and New
Zealand.
Our Receivables Management segment operates facilities in
Jamaica and Mexico.
Government Regulation
Teleservices sales practices are regulated at both the federal
and state level. The Telephone Consumer Protection Act
(the TCPA), which was enacted in 1991, authorized
and directed the Federal Communications Commission (the
FCC) to enact rules to regulate the telemarketing
industry. In December 1992, the FCC enacted rules, which place
restrictions on the methods and timing of telemarketing sales
calls.
On July 3, 2003, the FCC issued a Report and Order setting
forth amended rules and regulations implementing the TCPA. The
rules, with a few exceptions, became effective August 25,
2003. These rules included: (1) restrictions on calls made
by automatic dialing and announcing devices;
(2) limitations on the use of predictive dialers for
outbound calls; (3) institution of a national
do-not-call registry in conjunction with the Federal
Trade Commission (the FTC); (4) guidelines on
maintaining an internal do-not-call list and
honoring do-not-call requests; and
(5) requirements for transmitting caller identification
information.
13
The do-not-call restrictions took effect
October 1, 2003. The caller identification requirements
became effective January 29, 2004. The FCC also included
rules restricting facsimile advertisements. These rules became
effective July 1, 2004.
The Federal Telemarketing Consumer Fraud and Abuse Act of 1994
authorizes the FTC to issue regulations designed to prevent
deceptive and abusive telemarketing acts and practices. The FTC
issued its Telemarketing Sales Rule (the TSR), which
went into effect in January 1996. The TSR applies to most direct
teleservices telemarketing calls and certain operator
teleservices telemarketing calls and generally prohibits a
variety of deceptive, unfair or abusive practices in
telemarketing sales.
The FTC amended the TSR in January 2003. The majority of the
amendments became effective March 31, 2003. The changes
that were adopted that could materially adversely affect the
Company, the Companys clients and/or the Companys
industry include: (1) subjecting a portion of the
Companys inbound calls to additional disclosure
requirements from which such calls were previously exempt;
(2) prohibiting the disclosure or receipt, for
consideration, of unencrypted consumer account numbers for use
in telemarketing; (3) application of the TSR to charitable
solicitations; (4) additional disclosure statements
relating to certain products and services; (5) additional
authorization requirements for payment methods that do not have
consumer protections comparable to those available under the
Electronic Funds Transfer Act or the Truth in Lending Act, or
for telemarketing transactions involving pre-acquired account
information and fee-to-pay conversion offers;
(6) institution of a national do-not-call
registry; (7) limitations on the use of predictive dialers
for outbound calls; and (8) additional disclosure
requirements relating to upsells, especially those involving
negative option features. The do-not-call
restrictions became effective October 1, 2003.
In addition to the federal legislation and regulations, there
are numerous state statutes and regulations governing
telemarketing activities, which do or may apply to the Company.
For example, some states also place restrictions on the methods
and timing of telemarketing calls and require that certain
mandatory disclosures be made during the course of a
telemarketing call. Some states also require that telemarketers
register in the state before conducting telemarketing business
in the state. Many of these statutes have an exemption for
publicly-traded companies.
The Company employees who are involved in certain types of sales
activity, such as activity regarding insurance or mortgage
loans, are required to be licensed by various state commissions
or regulatory bodies and to comply with regulations enacted by
those entities.
The industries served by the Company are also subject to varying
degrees of government regulation, including laws and regulations
relating to contracting with the government and data security.
The Company is subject to some of the laws and regulations
associated with government contracting as a result of the
Companys contracts with its clients and also as a result
of contracting directly with the United States and its agencies.
With respect to marketing scripts, the Company relies on its
clients and their advisors to develop the scripts to be used by
the Company in making consumer solicitations on behalf of its
clients. The Company generally requires its clients to indemnify
the Company against claims and expenses arising with respect to
the scripts provided by its clients.
The Company specifically trains its marketing representatives to
handle calls in an approved manner and believes it is in
compliance in all material respects with all federal and state
telemarketing regulations. There can be no assurance, however,
that the Company would not be subject to regulatory challenge
for a violation of federal or state law.
The accounts receivable management and collection business is
regulated both at the federal and state level. The federal Fair
Debt Collection Practices Act (the FDCPA) regulates
any person who regularly collects or attempts to collect,
directly or indirectly, consumer debts owed or asserted to be
owed to another person. The FDCPA establishes specific
guidelines and procedures that debt collectors must follow in
communicating with consumer debtors, including the time, place
and manner of such communications. Further, it prohibits
harassment or abuse by debt collectors, including the threat of
violence or criminal prosecution, obscene language or repeated
telephone calls made with the intent to abuse or harass. The
FDCPA also places restrictions on communications with
individuals other than consumer debtors in
14
connection with the collection of any consumer debt and sets
forth specific procedures to be followed when communicating with
such third parties for purposes of obtaining location
information about the consumer debtor. Additionally, the FDCPA
contains various notice and disclosure requirements and
prohibits unfair or misleading representations by debt
collectors. The accounts receivable management and collection
business is also subject to the Fair Credit Reporting Act (the
FCRA), which regulates the consumer credit reporting
industry and which may impose liability to the extent that the
adverse credit information reported on a consumer to a credit
bureau is false or inaccurate. The FTC has the authority to
investigate consumer complaints against debt collection
companies and to recommend enforcement actions and seek monetary
penalties. The accounts receivable management and collection
business is also subject to state regulation. Some states
require that debt collection companies be licensed.
The Receivable Management and Communication Services segments
provide services to healthcare clients, which as providers of
healthcare services are considered covered entities
under the Health Insurance Portability and Accountability Act of
1996 (HIPAA). As covered entities, our clients must
comply with standards for privacy, transaction and code sets,
and data security. Under HIPAA, we are a business
associate, which requires that we protect the security and
privacy of protected health information provided to
us by our clients for the collection of payments for healthcare
services. We have implemented HIPAA compliance training and
awareness programs for our healthcare service employees. We also
have undertaken an ongoing process to test data security at all
relevant levels. In addition, we have reviewed physical security
at all healthcare operation centers and have implemented systems
to control access to all work areas.
Several of the industries served by each of the three segments
are also subject to varying degrees of government regulation.
Although compliance with these regulations is generally the
responsibility of the clients, the Company could be subject to a
variety of enforcement or private actions for our failure or the
failure of our clients to comply with such regulations.
Our corporate headquarters is located in Omaha, Nebraska. Our
owned headquarters facility encompass approximately
125,000 square feet of office space.
We own four facilities totaling approximately
236,000 square feet, which we use as Communication Services
contact centers. We own one facility in Omaha, Nebraska totaling
27,000 square feet, which is used for administrative
activities. Through a synthetic lease agreement, we lease one
location encompassing approximately 158,000 square feet.
This location is used for both administrative and Communication
Services production activities.
As of December 31, 2004, our Communications Services
segment leased or contracted for the use of contact centers and
automated voice and data processing centers totaling
approximately 1,400,000 square feet in 17 states and
four foreign countries: Mumbai, India, Victoria, British
Columbia, Canada; Makati City, Philippines and Montego Bay and
Kingston, Jamaica.
As of December 31, 2004, our Conferencing Services segment
owned two operator assisted conferencing centers totaling
approximately 42,000 square feet in two U.S. locations
and leased another totaling approximately 52,000 square
feet. Our Conferencing Service segment leased two operator
assisted conferencing centers in the United Kingdom and
Australia totaling approximately 8,000 and 7,000 square
feet, respectively. Our Conferencing Services segment also
leased approximately 140,000 square feet of office space
for sales and administrative offices in 16 states and
7 foreign countries. Our Conferencing Services segment also
owned a facility of approximately 68,000 square feet used
for administrative activities in the U.S.
As of December 31, 2004, our Receivables Management segment
leases twelve contact centers totaling approximately
300,000 square feet in nine U.S. locations. Also, our
Receivables Management segment leases approximately
60,000 square feet of office space for administrative
activities and a contact center totaling approximately
4,000 square feet in Jalisco, Mexico.
15
The following table summarizes the geographic location of and
the number of computer-assisted telephone workstations, voice
response ports or conferencing ports by geographic region at our
contact centers as of December 31, 2004.
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Number of | |
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Number of | |
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Computer | |
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Voice | |
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Number of | |
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Assisted | |
|
Response | |
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Conferencing | |
| Geographic Location |
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Workstations | |
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Ports | |
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Ports | |
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South
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7,844 |
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73,782 |
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35,207 |
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Midwest
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2,999 |
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16,812 |
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3,672 |
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Northwest
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292 |
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West
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598 |
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46,582 |
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Northeast
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1,480 |
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5,040 |
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Total U.S. based
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13,213 |
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137,176 |
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43,919 |
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Foreign
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2,563 |
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12,054 |
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Total
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15,776 |
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137,176 |
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55,973 |
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We believe that our facilities are adequate for our current
requirements and that additional space will be available as
required. See Note 5 of Notes to Consolidated Financial
Statements included elsewhere in this report for information
regarding our lease obligations.
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| Item 3. |
Legal Proceedings |
From time to time, we are subject to lawsuits and claims which
arise out of our operations in the normal course of our
business. West and certain of our subsidiaries are defendants in
various litigation matters in the ordinary course of business,
some of which involve claims for damages that are substantial in
amount. We believe, except for the items discussed below for
which we are currently unable to predict the outcome, the
disposition of claims currently pending will not have a material
adverse effect on our financial position, results of operations
or cash flows.
Sanford v. West Corporation et al., No. GIC
805541, was filed February 13, 2003 in the San Diego
County, California Superior Court. The original complaint
alleged violations of the California Consumer Legal Remedies
Act, Cal. Civ. Code §§ 1750 et seq., unlawful,
fraudulent and unfair business practices in violation of Cal.
Bus. & Prof. Code §§ 17200 et seq.,
untrue or misleading advertising in violation of Cal.
Bus. & Prof. Code §§ 17500 et seq., and
common law claims for conversion, unjust enrichment, fraud and
deceit, and negligent misrepresentation, and sought monetary
damages, including punitive damages, as well as restitution,
injunctive relief an