WANG LABORATORIES INC
8-K, 1995-04-17
COMPUTER & OFFICE EQUIPMENT
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<PAGE>   1

                      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):           
                                April 12, 1995
                                --------------

                           Wang Laboratories, Inc.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


                                   Delaware
                ----------------------------------------------
                (State or other jurisdiction of incorporation)



               1-5677                               04-2192707
     ------------------------          ---------------------------------
     (Commission File Number)          (IRS Employer Identification No.)



          One Industrial Avenue, Lowell, Massachusetts        01851
         -----------------------------------------------------------
         (Address of principal executive offices)         (Zip Code)


Registrant's telephone number, including area code (508) 459-5000
                                                   --------------

<PAGE>   2

ITEM 5.  OTHER EVENTS.
         -------------

        On April 12, 1995 Wang Laboratories, Inc. ("Wang") announced a
multi-year technical, service and marketing alliance with Microsoft Corporation
("Microsoft"), together with an investment by Microsoft in Wang subject to
Hart-Scott-Rodino approval.  A press release prepared by Wang on April 12, 1995
is attached hereto as Exhibit 99.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.
         ----------------------------------

    (c)  Exhibits

Item                      Description
- ----                      -----------

99.                       Press Release Announcing
                          Alliance with Microsoft
                          Corporation


                                     -2-
<PAGE>   3


                                  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.


                                            WANG LABORATORIES, INC.




Dated:  April 17, 1995                      By: /s/ Albert A. Notini
       -------------------------------          -------------------------------
                                                Albert A. Notini,
                                                Senior Vice President,
                                                  General Counsel and
                                                  Secretary




                                     -3-


<PAGE>   4
                                EXHIBIT INDEX


Exhibit No.           Description                        Page No.
- -----------           -----------                        --------

99                    Press Release Announcing
                       Alliance with Microsoft
                       Corporation







                                     -4-


<PAGE>   1
                                  EXHIBIT 99
                                               
                                                   Wang Laboratories, Inc.  
                                                   One Industrial Avenue    
                                                   Lowell, MA  01851        
                                                   Tel: 508/459-5000        
                         

FOR IMMEDIATE RELEASE


             WANG AND MICROSOFT FORM WORLDWIDE STRATEGIC ALLIANCE
     COMPANIES ANNOUNCE BROAD TECHNICAL, SERVICE AND MARKETING AGREEMENT
     MICROSOFT PURCHASES $90 MILLION IN WANG CONVERTIBLE PREFERRED STOCK
                MICROSOFT RECEIVES LICENSE TO USE WANG PATENTS

LOWELL, MA/REDMOND, WA -- APRIL 12, 1995 -- Microsoft Corporation and Wang
Laboratories today announced a broad, multi-year technical, service and
marketing alliance designed to bring improved document imaging and workflow
management capabilities to all Windows users.  Under the alliance, Wang's
desktop imaging and object controls will be incorporated as standard features
in future releases of Windows 95 and Windows NT, and image controls will be
included in the Visual Basic development tool.

Additionally, the two companies will work together to accelerate the deployment
of workflow automation software as a mainstream application for client-server
computing.  Microsoft and Wang will cooperate in the definition of work
management APIs (application programming interfaces) to enable applications to
use workflow functions.  These APIs will be open and available to all vendors
and will be supported by both Microsoft Exchange and Wang's OPEN/workflow.

Wang will also develop Windows NT versions of its imaging and workflow server
products, which will be marketed and sold by Wang, to complement Microsoft's
BackOffice suite of Windows NT server applications.  These actions should
enhance the choice of high quality server applications available for Windows NT
customers.

Microsoft has also designated Wang as its preferred vendor of imaging and
workflow software.  The two companies will participate in joint marketing
activities to promote the sale of Wang imaging and workflow products on
Microsoft platforms.  Wang's imaging technology enables images of scanned
documents, including text and graphics, to be embedded in Windows applications
such as e-mail, word processing and databases.  Wang's structured workflow
technology manages the routing and delivery of this data and documents.

                                    -more-
<PAGE>   2

                                     -2-

This alliance also expands Wang's role as an authorized provider of end-user
support services for Microsoft products.  As one of Microsoft's Authorized
Support Centers, Wang will provide end-user support for the full range of
Microsoft products.  This support will include on-site network design and
installation consulting, network integration, migration support, workflow and
imaging services and end-user help desk services.  Wang has also been selected
by Microsoft to assist with the Windows 95 support calls in Australia.

"After extensive analysis, we concluded that Wang has great technology for
document imaging and structured workflow management," said Mike Maples,
executive vice president, products for Microsoft.  "Through our partnership
with Wang, we will be able to make these technologies available for all our
Windows customers, enabling a real change in the way people work and
communicate.  Wang shares our commitment to delivering leading technology and
comprehensive service and support to our customers."

Joseph M. Tucci, chairman and chief executive officer of Wang, said, "This
alliance will have dramatic impact on the acceptance of workflow and imaging
technology.  Our partnership will bring Wang's leading imaging software to
millions of people.  With Microsoft, we will make document imaging a pervasive
and inexpensive mainstream application and accelerate the deployment of
workflow as a widely used business productivity tool.

"Our agreement also underscores the value and capabilities of Wang's worldwide
service organization," Tucci continued.  "We have forged a strong working
relationship with Microsoft and their financial stake in our company validates
Wang's vision and strategy.  We look forward to a long and mutually rewarding
association."

As part of this agreement, Microsoft will invest in Wang through the purchase
of $90 million face amount of 4.5 percent convertible preferred stock due in
2003.  This preferred stock is convertible into the common stock of Wang at $23
per share and represents approximately 10 percent of Wang's common stock on a
fully diluted basis.  Wang's common stock closed at $14 5/16 on April 11, 1995. 
Microsoft's investment is subject to a Hart Scott Rodino Act review.

                                    -more-

<PAGE>   3

                                     -3-

In addition, Microsoft will receive a license to Wang's portfolio of software
and software-related patents, which will resolve the outstanding litigation
between the two companies.

Wang's technology will not be included in the first release of Windows 95, but
will be included when the underlying desktop imaging and object control
technology is finalized.  At that time, these technologies will be made
available electronically to customers who receive the initial release of
Windows 95.

Founded in 1975, Microsoft (NASDAQ:MSFT) is the worldwide leader in software
for personal computers.  The company offers a wide range of products and
services for business and personal use, each designed with the mission of
making it easier and more enjoyable for people to take advantage of the full
power of personal computing every day.

Wang Laboratories, Inc. (NASDAQ:WANG) is a recognized worldwide leader in
workflow, integrated imaging, document management and related office software
for client/server open systems and a major worldwide provider of integration
and support services for office software and networks.


                                    # # #


For More Information Contact:

WANG LABORATORIES
Ed Pignone
508/967-4912

MICROSOFT
Greg Shaw or Mich Mathews
206/882-8080

WAGGENER EDSTROM
Claire Lematta
206/637-9097
or 
Catherine Merten
503/245-0905



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