UNITED STATES
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
July 3, 2000
Date of Report: (Date of earliest event reported)
Computer Associates International, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware 333-30842 13-2857434
(State or Other Jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Computer Associates Plaza, Islandia, New York 11749
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (631) 342-5224
Not Applicable
(Former name or former address, if changed since last report)
Item 5. Other Events.
On July 3, 2000 Computer Associates International, Inc. (the "Company")
reported that results for the quarter ended June 30, 2000 are expected to be
less than expected. A simultaneous phone and internet web cast conference was
held on Wednesday July 5, 2000 at 8:30am EDT, to discuss the preliminary
results. Additionally, operating earnings per share for the quarter ended June
30, 2000 is expected to be between $.11 and $.16 per diluted share, excluding
acquisition related amortization costs and special charges. Special charges are
estimated to add approximately $.15 per diluted share. The Company projects
total contract value to be in the range of $1.25 billion and $1.3 billion
compared to $1.22 billion recorded in the quarter ended June 30, 1999. The
Company also reported a revised preliminary target total contract value growth
rate for planning purposes of 20% for the quarter ending September 30, 2000
versus the prior year's comparable quarter.
Statements in this Item 5 contain "forward-looking statements" under the
Private Securities Litigation Reform Act of 1995. There can be no assurances
that future results will be achieved, and actual results could differ materially
from forecasts and estimates. Important factors that could cause actual results
to differ materially include: the significant percentage of CA's quarterly sales
consummated in the last few days of the quarter making financial predictions
especially difficult and raising a substantial risk of variance in actual
results; changes in industry accounting guidance; the risks of potential
litigation arising from the year 2000 date change for computer programs; the
emergence of new competitive initiatives resulting from rapid technological
advances or changes in pricing in the market; the risks associated with new
product introductions as well as the uncertainty of customer acceptance of these
new or enhanced products from either CA or its competition; risks associated
with the entry into new markets such as professional services; the risks
associated with integrating newly acquired businesses and technologies;
increasing dependency on large dollar licensing transactions; delays in product
delivery; reliance on mainframe capacity growth; the ability to recruit and
retain qualified personnel; business conditions in the client/server and
mainframe software and hardware markets; uncertainty and volatility associated
with Internet and eBusiness related activities; use of software patent rights to
attempt to limit competition; fluctuations in foreign currency exchange rates
and interest rates; the volatility of the international marketplace; and other
risks described in filings with the Securities and Exchange Commission.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable.
(c) Exhibits.
99.1 Press Release dated July 3, 2000.
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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.
Computer Associates International, Inc.
Dated: July 5, 2000 By: /s/ Ira Zar
Ira Zar
Executive Vice President and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit No. Exhibit
99.1 Press Release dated July 5, 2000.
