JDA SOFTWARE GROUP INC
8-K, 1997-11-12
COMPUTER PROGRAMMING SERVICES
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                                  UNITED STATES

                       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 24, 1997


                            JDA Software Group, Inc.
               (Exact name of registrant as specified in charter)


               Delaware                  0-27876               86-0787377
     (State or other jurisdiction      (Commission           (IRS Employer
           of incorporation)           File Number)        Identification No.)


11811 North Tatum Blvd., Suite 2000, Phoenix, Arizona                  85028
(Address of principal executive offices)                            (Zip Code)


Registrant's telephone number, including area code (602) 404-5500



          (Former name or former address, if changed since last report)


                                       1
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ITEM 5.  OTHER EVENTS.

         The Registrant announced the resignation of James D. Armstrong as its
Chief Executive Officer and Frederick M. Pakis as President in connection with
their appointment to the newly created Offices of the Co-Chairmen of the Board
of Directors. In addition, Registrant announced the promotion of Brent W.
Lippman to Chief Executive Officer and his election as a member of the Board of
Directors of Registrant. The Registrant's press release announcing the
resignations and promotion is attached as Exhibit 99.1 to this report.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)      Financial statements of business acquired.

                  Not Applicable.

         (b)      Pro forma financial information.

                  Not Applicable

         (c)      Exhibits.

                  Exhibit No.                          Description
                      99.1                Press Release dated October 24, 1997.


                                   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.


                                         JDA Software Group, Inc.




Date:  November 10, 1997                 By: /s/ Kristen L. Magnuson
                                             -----------------------
                                             Kristen L. Magnuson
                                             Vice President, Chief Financial 
                                             Officer, Secretary and Treasurer


                                       2
<PAGE>   3
                                  EXHIBIT INDEX

    Exhibit No.                  Description
    -----------                  -----------
       99.1          Press Release dated October 24, 1997.


                                       3

<PAGE>   1
                                                                    EXHIBIT 99.1



                                        JDA SOFTWARE INVESTOR RELATIONS CONTACT:
  JDA SOFTWARE GROUP, INC.          Kristen L. Magnuson, Chief Financial Officer
                                                   Phone: (602) 404-5500; Email:
                                                           [email protected]
  NEWS RELEASE
                                          JDA SOFTWARE PUBLIC RELATIONS CONTACT:
                                     Maureen N. Tuskai, Marketing Communications
                                                                         Manager
                                                  Phone: (602) 308-3233;  Email:
                                                          [email protected]


         JDA SOFTWARE PROMOTES BRENT LIPPMAN TO CHIEF EXECUTIVE OFFICER
    Co-Founders Armstrong and Pakis Transition to Co-Chairmen of JDA's Board

PHOENIX, ARIZONA - OCTOBER 24, 1997 - JDA SOFTWARE GROUP, INC. (NASDAQ: JDAS)
and its Board of Directors today announced the promotion of Brent W. Lippman,
the Company's former Chief Operating Officer, to Chief Executive Officer. JDA
co-founders, JAMES D. ARMSTRONG, FORMERLY CEO, and FREDERICK M. PAKIS, FORMERLY
PRESIDENT, will serve in the newly created positions of co-chairmen of JDA's
Board of Directors effective immediately. As CEO, Lippman was also named to the
Board of Directors.

         Lippman, an eight-year JDA veteran, was promoted to vice president in
1991, to senior vice president in 1996 and later to Chief Operating Officer. In
this role, he has had direct responsibility for all company operations including
product development, consulting services, sales and marketing, and
administration. Prior to joining JDA, Lippman, 40, gained a comprehensive retail
technology background with positions in software development, client support and
product management.

         Armstrong, 46, and Pakis, 44, co-founded JDA in December 1985, and have
shared executive management responsibilities since its inception. As
co-chairmen, they will intensify their activities in the areas of strategic
planning, alliance and technology initiatives; as well as mergers and
acquisitions, and global opportunities for expansion.

         Pakis said, "We have all worked hard to design a management structure
that can leverage the opportunities resulting from the rapid changes occurring
in our industry. We will, acting as a team, focus on our individual strengths to
continue to maximize shareholder value."

         Armstrong added, "With Brent as CEO and Fred and I in our new roles, we
plan to continue the momentum that has resulted in the Company's tremendous
growth and record-breaking performance over the past six quarters."

ABOUT JDA SOFTWARE

         JDA(R) Software Group, Inc. (NASDAQ: JDAS) is an international provider
of integrated retail systems and professional services designed to Optimize the
Retail Enterprise from the corporate level with merchandising, financials, and
data warehouse systems; to the distribution level with warehouse management and
logistics systems; and finally to the store level with point-of-sale and
back-office
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Add 1
Lippman Promoted to CEO

applications. Founded in 1985, JDA employs over 620 associates and
has licensed its products to more than 300 retailers worldwide. With
headquarters in Phoenix, Arizona, the company has operations in major cities
throughout the United States as well as international offices in Canada, UK,
Germany, Mexico, Chile, Singapore, and Australia. For more information, refer to
JDA's Web site at http://www.jda.com.



JDA Software Group, Inc.
11811 N. Tatum Blvd., Suite 2000
Phoenix, AZ 85028-1600


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