ELECTRONIC DATA SYSTEMS CORP /DE/
8-K, 1996-06-19
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                      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)    June 18, 1996

                      ELECTRONIC DATA SYSTEMS CORPORATION
            (Exact name of registrant as specified in its charter)

     Delaware                      01-11779                       75-2548221
(State or other                  (Commission                    (IRS Employer
jurisdiction of                  File Number)                Identification No.)
incorporation)    
                               5400 Legacy Drive
                            Plano, Texas 75024-3105
                   (Address of principal executive offices,
                              including zip code)

Registrant's telephone number, including area code  (214) 604-6000


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<PAGE>
 
ITEM 5.  OTHER EVENTS.

          On June 18, 1996, Electronic Data Systems Corporation, a Delaware
corporation ("EDS"), announced that its Board of Directors has approved actions
likely to result in an increase for previously announced second quarter charges
and that EDS now estimates the aggregate total of the pre-tax non-recurring
charge will be approximately $850 million.  EDS also announced that its Board of
Directors has adopted a dividend policy under which EDS would pay quarterly
dividends of $0.15 per share through the end of 1996.  A copy of the press
release is attached as Exhibit 99(a) hereto.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

      (c)  EXHIBITS

      EXHIBIT
      NUMBER     DESCRIPTION OF DOCUMENT
      ------     -----------------------
 
      99(a)      Press Release of Electronic Data Systems Corporation dated 
                 June 18, 1996

                                       2
<PAGE>
 
                                   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.


                                         ELECTRONIC DATA SYSTEMS
                                         CORPORATION



                                    By:        D. Gilbert Friedlander
                                       --------------------------------------
                                    Name:   D. Gilbert Friedlander
                                    Title:  Senior Vice President

June 18, 1996

                                       3

<PAGE>
 
EDS NEWS RELEASE


                                                        CONTACT: Tony Good - EDS
                                                                 (214) 605-6777

FOR IMMEDIATE RELEASE: TUESDAY, JUNE 18, 1996

EDS BOARD ADOPTS DIVIDEND POLICY AND AUTHORIZES
REVISION TO SECOND-QUARTER CHARGE ESTIMATE

PLANO, Texas--The newly constituted EDS Board of Directors, meeting officially 
for the first time since the company's split-off from General Motors 
Corporation, today adopted a dividend policy for the remainder of 1996 under 
which EDS would continue to pay quarterly dividends of $0.15 per share. This 
per-share dividend rate is the same as the dividend paid on GM Class E (GME) 
shares in 1996. When EDS became an independent company on Friday, June 7, shares
of GME were exchanged for EDS common stock on a one-for-one basis. GME ceased 
trading that day, and EDS stock began trading on the following Monday, June 10.

Also today, the board approved actions likely to result in an increase of the 
previously announced second-quarter charge. EDS now estimates the aggregate 
total of the one-time, pre-tax charge will be approximately $850 million ($1.12 
per share, after tax) in the second quarter. This represents an increase from 
the previous estimate for the second-quarter charge, which the company earlier 
had indicated could reach $750 million.

In April's announcement of the second-quarter charge, EDS said that it would 
take certain actions, and was considering others, to maintain and improve 
operating efficiencies and accelerate EDS' move towards "user-centered" 
computing. Included in these actions was the implementation of a voluntary 
early-retirement offer and a workforce realignment designed to both reduce labor
costs and change the skill mix of EDS' workforce. EDS also said it was in the 
process of evaluating certain aspects of its business to identify any redundant 
facilities and related assets that no longer fit its strategic objectives.

The $850 million in charges includes the employee-related actions discussed 
above, the write-down of assets in connection with the refreshment of 
information technology assets and facility consolidation, the revision of 
estimates associated with certain customer contracts, and the decision to exit 
certain activities. EDS expects its earnings per share in the second quarter, 
before the $850 million charge and previously announced split-off transaction 
costs, to be generally in line with analysts' expectations of $0.49 to $0.52 per
share.

EDS currently expects that the one-time $850 million charge will fall into three
major categories: employee related, $277 million; technology refreshment and 
other, $513 million; and cost of revenues, $60 million.

As previously stated, EDS expects that the restructuring actions will result in 
savings commencing in the second half of 1996.

Statements about the effect of the restructuring and other actions discussed 
above, the amount of charges that may be incurred by EDS and expected 
earnings-per-share results are forward-looking statements which by their nature 
are subject to uncertainties that could cause actual results to vary.

EDS (NYSE:EDS) is a leader in the global information services industry. The 
company's more than 95,000 employees specialize in applying a range of ideas and
technologies to help business and government customers improve their economics, 
products, services and customer relationships. EDS, which serves customers in 42
countries, reported revenues of $12.4 billion in 1995. EDS can be visited via 
the internet at http://www.eds.com.



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