MITEL CORP
8-K, 1999-06-11
TELEPHONE & TELEGRAPH APPARATUS
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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 7, 1999


                                MITEL CORPORATION
             -------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


      Canada                           1-8139                       None
- ----------------------          ---------------------        -------------------
(State or Other Juris-          (Commission File No.)         (IRS Employer
diction of Incorporation)                                    Identification No.)


350 Legget Drive, P.O. Box 13089
Kanata, Ontario, Canada                                               K2K 2W7
- ---------------------------------------                            -------------
(Address of Principal Executive Offices)                           (Postal Code)


Registrant's telephone number, including area code: (613) 592-2122


                                       N/A
           -----------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>

ITEM 5.  Other Events.

      On June 7, 1999, Mitel  Corporation (the "Company") issued a press release
reporting  that its board of directors had  authorized the Company to repurchase
up to 5,835,645  shares of its common  stock,  representing  5% of the Company's
116,712,906  issued and outstanding  shares of common stock. These purchases are
expected to take place on the open market  through  the stock  exchanges  of New
York, London,  Toronto and Montreal over a twelve-month  period starting on June
9, 1999 and ending on June 8, 2000 or on such  earlier  date as the  company may
complete  its  purchases  pursuant to the notice of  intention  to make a normal
course issuer bid filed with the Toronto and Montreal stock exchanges. A copy of
the  press  release  is  attached  to  this  Form  8-K as  Exhibit  99.1  and is
incorporated by reference herein.

ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits

                  Exhibits:

                  99.1            Press Release dated June 7, 1999


                                       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.


                                    MITEL CORPORATION


                                    By: /s/Jean-Jacques Carrier
                                        -----------------------
                                    Name:  Jean-Jacques Carrier
                                    Title: Senior Vice President of Finance
                                           and Chief Financial Officer


Date: June 11, 1999

                                       3




                                                                    EXHIBIT 99.1

Monday June 7, 12:14 pm Eastern Time

Company Press Release

Mitel Announces Stock Repurchase Program

KANATA,  ONTARIO  -- Mitel  today  announced  that its  Board of  Directors  has
authorized the repurchase of up to 5,835,645  common shares,  representing  five
percent of the 116,712,906  issued and outstanding  common stock of the Company.
These  purchases are expected to take place on the open market through the stock
exchanges of New York, London,  Toronto and Montreal over a twelve-month  period
starting on June 9, 1999 and ending on June 8, 2000 or on such  earlier  date as
the company may  complete its  purchases  pursuant to the notice of intention to
make a normal  course  issuer  bid filed with the  Toronto  and  Montreal  stock
exchanges.

"The board's decision reflects continuing  confidence in the growth potential of
our business" said Kirk K. Mandy, Mitel CEO and President.  "It also underscores
the company's commitment to increase shareholder value, including the use of its
corporate funds to repurchase stock when market conditions warrant it."

Mitel, which intends to cancel the repurchased shares,  believes that at present
no director, senior officer or insider of the company intends to sell any common
shares under this program.

Headquartered near the capital city of Ottawa in Canada, Mitel (NYSE:MLT - news;
TSE:MLT - news) is a global  designer,  manufacturer  and  marketer of networked
systems and specialty  semiconductors  for the  communications  industry.  Mitel
Communications  Systems provides  enterprises with voice and data communications
systems;  complete private  networks  including  remote  teleworking  solutions;
unified  messaging and call-center  applications;  CTI systems and applications;
and it supplies competitive carriers with public network access products.  Mitel
Semiconductor  specializes in connectivity  solutions for the communications and
medical industries with a product range which includes components for both wired
and wireless  networks;  microelectronics  for enabling the convergence of voice
and  data;   optoelectronic   devices  for  high-speed  Internet  systems;   and
applications-specific  integrated circuits (ASICs) for medical applications such
as pacemakers and hearing aids.

Contact:

Mitel Corporation
Connie Cochran
Investor & Public Relations
(613) 592-2122
(613) 592-4170
E-mail:  [email protected]
Website:  www.mitel.com



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