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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) MARCH 10, 2000
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QUEST SOFTWARE, INC.
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(Exact name of registrant as specified in charter)
CALIFORNIA 333-80543 33-0231678
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
8001 IRVINE CENTER DRIVE, IRVINE, CALIFORNIA 92618
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (949) 754-8000
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N/A
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(Former name or former address, if changed since last report.)
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ITEM 5 OTHER EVENTS
On March 9, 2000, the Board of Directors of Quest Software, Inc.
("Quest") approved a 2-for-1 stock split of the Common Stock of Quest (the
"Stock Split"). The record date for the Stock Split will be March 20, 2000 and
the date of the distribution will be March 31, 2000.
A copy of the press release announcing the stock split is attached
hereto as Exhibit 99.1 and incorporated herein by reference.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS
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(c) Exhibits The following document is filed as an exhibit to
this report:
99.1 Press Release dated March 10, 2000.
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SIGNATURE
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 thereunto duly authorized.
Quest Software, Inc.
Date: March 15, 2000 By: /s/ JOHN J. LASKEY
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John J. Laskey,
Chief Financial Officer
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EXHIBIT INDEX
Exhibits The following document is filed as an exhibit to this report:
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99.1 Press Release dated March 10, 2000.
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EXHIBIT 99.1
NEWS
FOR IMMEDIATE RELEASE
[QUEST SOFTWARE LOGO]
Financial contact: John Laskey
[email protected]
Editorial contact: Don Allen
(949) 754-8609
[email protected]
QUEST ANNOUNCES 2-FOR-1 STOCK SPLIT
IRVINE, CALIF., MARCH 10, 2000 - Quest Software, Inc. (Nasdaq: QSFT)
today announced that its Board of Directors has approved a 2-for-1 split of its
common stock, effective on March 31, 2000, for shareholders of record on March
20, 2000.
The additional shares will be distributed by the company's transfer
agent, U.S. Stock Transfer Corporation. The transfer agent may be contacted at
(818) 502-1404, or at http://www.usstock.com.
Following the split, Quest expects to have approximately 85 million
shares of common stock outstanding.
Quest Software is an industry leader in providing application and
information availability software solutions that enhance the performance and
reliability of an organization's e-business, enterprise and custom computing
applications and enhance the delivery of information across the entire
enterprise. Quest Software is headquartered in Irvine, Calif. and has locations
in Atlanta, Boston, Chicago, Dallas, New York, San Francisco and Washington
D.C., as well as in Canada, Germany, the United Kingdom and Australia.
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:
This release may contain forward-looking statements based on our current
expectations, estimates and projections about our industry, management's
beliefs, and certain assumptions made by us. Words such as "anticipates,"
"expects," "believes," "may," "will" and similar expressions are intended to
identify forward-looking statements. These statements are not guarantees of
future performance and are subject to certain risks, uncertainties and
assumptions that are difficult to predict. Therefore, our actual results could
differ materially and adversely from those expressed in any forward-looking
statements as a result of various factors.
Important factors that may cause such a difference for Quest Software include,
but are not limited to, variations in the size and timing of customer orders;
dependence on Oracle's technologies; vulnerability to direct competition with
Oracle; strains placed on the Company as a result of past and future growth;
significant increases in operating expenses in the foreseeable future;
disruptions caused by acquisitions of companies and/or technologies; the
exposure to risk from our international operations; unanticipated year 2000
issues; and the need to attract and retain qualified personnel.
Our recent filing on Form S-1 and forthcoming Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q, and other Securities and Exchange Commission
filings discuss some of the important risk factors that may affect our business,
results of operations and financial condition. We undertake no obligation to
revise or update publicly any forward-looking statements for any reason.
