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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): September 7, 1999
Electronic Data Systems Corporation
(Exact name of registrant as specified in its charter)
Delaware 01-11779 75-2548221
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
5400 Legacy Drive
Plano, Texas 75024-3105
(Address of Principal Executive Offices,
Including Zip Code)
Registrant's telephone number, including area code: (972) 604-6000
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Item 5. Other Events.
On September 7, 1999, Electronic Data Systems Corporation, a Delaware
corporation, issued the press release attached as Exhibit 99(a) hereto.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit
Number Description of Document
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99(a) Press Release of Electronic Data Systems Corporation dated
September 7, 1999.
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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
September 7, 1999 By: /s/ D. Gilbert Friedlander
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Name: D. Gilbert Friedlander
Title: Senior Vice President and
Secretary
2
Exhibit 99(a)
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CONTACT: Reed Byrum--EDS
1+(972) 605-6790
[email protected]
FOR RELEASE TUESDAY, SEPTEMBER 7, 1999
EDS BOARD AUTHORIZES 27 MILLION SHARE REPURCHASE
Includes Five Million Shares Purchased From GM Pension Trust
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PLANO, Texas - EDS announced today that its Board of Directors has authorized
the repurchase of up to 27 million shares of its common stock from time to time.
The repurchase is intended to serve as a hedge against the company's long-term
exposure with respect to outstanding options and restricted stock units.
EDS has agreed to purchase five million of those shares from the GM Hourly-Rate
Employees Pension Plan. The company will purchase additional shares through
Sept. 30, 1999, at market prices from the Delphi Automotive Systems Hourly-Rate
Employees Pension Plan, which acquired shares from the GM plan in July 1999 in
connection with the spin-off of Delphi Automotive Systems from GM. The Delphi
plan currently holds approximately 4.5 million shares of common stock. EDS will
purchase a minimum of 1.9 million shares from the Delphi plan and may purchase
up to the plan's entire holdings of common stock. In connection with this
arrangement, the Delphi plan has agreed to not sell shares of common stock in
market or other transactions through Sept. 30, 1999.
EDS expects the remaining shares authorized for repurchase will be acquired in
open market transactions.
"The authorization of this repurchase reflects our confidence in EDS' long-term
growth potential and our commitment to EDS employees, who are the key to our
ability to achieve our growth goals by delivering the right strategies,
solutions and services to our customers," said James Daley, EDS' chief financial
officer and executive vice president.
This action excludes shares repurchased to source the company's equity-based
plans under the prior authorizations to repurchase up to 16.2 million shares
during 1999, announced earlier this year. About 4.5 million shares have already
been purchased under such authorization. The company expects that fewer than one
million additional shares will be repurchased under the authorization through
the remainder of 1999 because of a lower-than-expected level of option
exercises. EDS currently has 492 million shares outstanding.
EDS plans to finance the repurchase initially through the issuance of commercial
paper or other short-term debt and later refinance that debt through the
issuance of long-term debt.
EDS, a leader in the global information technology services industry for more
than 35 years, delivers management consulting, electronic business solutions,
business process management and systems and technology expertise to improve the
performance of more than 9,000 business and government clients in about 50
countries. EDS reported revenues of $16.9 billion in 1998. The company's stock
is traded on the New York Stock Exchange (NYSE:EDS) and the London Stock
Exchange. Visit EDS via the Internet at http://www.eds.com.
