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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): August 18, 1999
ADC TELECOMMUNICATIONS, INC.
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(Exact name of registrant as specified in its charter)
MINNESOTA 0-1424 41-0743912
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
12501 Whitewater Drive, Minnetonka, Minnesota 55343
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(Address of principal executive offices)
Registrant's telephone number, including area code: (612) 938-8080
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
Page 1 of 4 Pages
Exhibit Index Appears on Page 4
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Item 5. OTHER EVENTS.
On August 18, 1999, ADC Telecommunications, Inc., a Minnesota
corporation ("ADC"), announced that John J. Boyle III, John W. Sidgmore and J.A.
Blanchard III have been named as members of its Board of Directors, subject to
completion of ADC's acquisition of Saville Systems PLC, an Irish public limited
company ("Saville"). Messrs. Boyle, Sidgmore and Blanchard currently are on the
Board of Directors of Saville. ADC and Saville's joint press release naming and
providing further information about ADC's new directors is filed as Exhibit 99-a
to this Form 8-K and is hereby incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(c) EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
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<S> <C>
99-a Press release announcing new directors of
ADC Telecommunications, Inc.
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Page 2 of 4 Pages
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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.
Date: August 18, 1999
ADC TELECOMMUNICATIONS, INC.
By: /s/ Robert E. Switz
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Robert E. Switz
Senior Vice President
and Chief Financial Officer
Page 3 of 4 Pages
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
- ----------- -----------
<S> <C>
99-a Press release announcing new directors of
ADC Telecommunications, Inc.
</TABLE>
Page 4 of 4 Pages
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EXHIBIT 99-a
For Immediate Release ADC Contacts: Mark Borman, Investor Relations
(612) 946-3338
Rob Clark, Public Relations
(612) 914-6355
Saville Contacts: Christopher Hanson, CFO
(781) 270-6500
Vicki Nahrung, Investor Relations
(781) 359-6570
ADC TELECOMMUNICATIONS NAMES THREE SAVILLE SYSTEMS' DIRECTORS TO ITS BOARD
JOHN J. BOYLE III, JOHN W. SIDGMORE AND JOHN A. BLANCHARD III TO JOIN BOARD
UPON COMPLETION OF ADC'S ACQUISITION OF SAVILLE SYSTEMS
MINNEAPOLIS / BURLINGTON, MA - AUGUST 18, 1999 - ADC Telecommunications, Inc.
(Nasdaq: ADCT; www.adc.com) and Saville Systems PLC (Nasdaq: SAVLY;
www.savillesys.com) today announced that ADC has named John J. Boyle III, John
W. Sidgmore and John A. Blanchard III, as members of its Board of Directors.
These appointments, subject to completion of ADC's acquisition of Saville
Systems, will be effective at ADC's first Board meeting following the closing of
the acquisition. Boyle, Sidgmore and Blanchard are currently on the Board of
Directors of Saville Systems.
"I look forward to the further strengthening of ADC's Board with the addition of
Jack Boyle, John Sidgmore and Gus Blanchard," said William J. Cadogan, Chairman
and Chief Executive Officer of ADC Telecommunications. "All three of these
gentlemen bring seasoned leadership to develop ADC's multiservice network
strategy of providing broadband hardware systems, communication software
solutions and system integration services to communication service providers
worldwide."
Boyle is Chairman and Chief Executive Officer of Saville Systems. Sidgmore is
Vice Chairman of MCI WorldCom. Blanchard is Chairman and Chief Executive Officer
of Deluxe Corporation, a leading provider of integrated risk management,
electronic transaction services and paper payments to the financial services and
retail industries. Blanchard's previous experience includes positions as
executive vice president of General Instrument, a leading worldwide
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ADC NAMES THREE SAVILLE SYSTEMS' DIRECTORS TO ITS BOARD
PAGE 2 OF 2
provider of integrated and interactive broadband access solutions, and at AT&T
for 25 years, most recently as senior vice president responsible for national
business sales.
As part of ADC's strategy to be a leader in operations support software
solutions for communications service providers, ADC announced the pending
acquisition of Saville Systems in June 1999. The acquisition is subject to
approval at the Saville shareholder meeting scheduled for August 31, 1999, as
well as certain other conditions including the sanction of the High Court of
Ireland and certain other governmental approvals and filings. The acquisition is
expected to be completed during ADC's fourth quarter ending October 31, 1999,
although the actual closing date will depend on when the sanction of the High
Court of Ireland is obtained.
ABOUT ADC
ADC Telecommunications, Inc., is a leading global supplier of voice, video and
data systems and solutions for telephone, cable television, Internet, broadcast,
wireless and private communications networks. ADC's systems and solutions enable
local access and high-speed transmission of communications services from service
providers to consumers and businesses over fiber-optic, copper, coaxial and
wireless media. Headquartered in Minneapolis, Minnesota, ADC has approximately
9,600 employees around the world and annual sales of $1.5 billion. ADC was added
to the Standard & Poor's 500 Index on July 30, 1999. For additional information,
visit our Web site at www.adc.com.
ABOUT SAVILLE SYSTEMS
Founded in 1982, Saville is a leading provider of convergent billing and
customer care solutions for the telecommunications industry. Saville operates
globally with offices in the U.S., Canada, Ireland, Australia, U.K. and Germany,
and has more than 1,400 employees worldwide. Saville is a publicly held company,
traded on the Nasdaq National Market (US) market under the symbol SAVLY. For
more information, Saville can be reached at www.savillesys.com, or call (+1)
781-270-6500.
