SECURITES 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: June 3, 1998
COMPAQ COMPUTER CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-9026 76-0011617
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
20555 SH 249, Houston Texas 77070
(Address, including zip code,
of Registrant's principal executive offices)
Registrant's telephone number, including area code: (281) 370-0670
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Item 5. Other Events.
The Registrant's news release dated June 3, 1998, with respect to the
termination of the Federal Trade Commission's review of the Registrant's
pending acquisition of Digital Equipment Corporation is attached.
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.
June 3, 1998 COMPAQ COMPUTER CORPORATION
/s/ Earl L. Mason
-------------------------------
Earl L. Mason
Senior Vice President and Chief
Financial Officer
(as authorized officer and as
principal financial officer)
<PAGE>
COMPAQ COMPUTER CORPORATION P.O. BOX 692000 NEWS RELEASE
PUBLIC RELATIONS DEPARTMENT HOUSTON, TEXAS 77269-2000
TEL 281-514-0484
FAX 281-514-4583
HTTP://WWW.COMPAQ.COM
[LOGO OF COMPAQ COMPUTER CORPORATION APPEARS HERE]
[LOGO OF DIGITAL EQUIPMENT CORPORATION APPEARS HERE]
FOR IMMEDIATE RELEASE
- ---------------------
FEDERAL TRADE COMMISSION CLEARS COMPAQ'S PENDING ACQUISITION OF DIGITAL
HOUSTON, June 3, 1998 -- Compaq Computer Corporation (NYSE: CPQ) and Digital
Equipment Corporation (NYSE: DEC) today announced that the Federal Trade
Commission has closed its review of Compaq's pending acquisition of Digital
and that the waiting period under the Hart-Scott-Rodino Act has been
terminated.
The transaction is subject to approval by holders of two-thirds of
Digital's common stock. A special meeting of shareholders will be held at 11
a.m. on June 11, 1998, at the Westford Regency Inn in Westford, Massachusetts.
Shareholders of record as of May 4, 1998, are entitled to vote at the special
meeting.
Subject to receipt of shareholder approval and satisfaction of other
customary conditions, Compaq and Digital currently expect the transaction to
close shortly after the special meeting.
COMPANY BACKGROUNDS
Compaq Computer Corporation, a Fortune 100 company, is the fifth largest
computer company in the world and the largest global supplier of personal
computers, delivering useful innovation through products that connect people
with people and people with information. The company is an industry
leader in environmentally friendly programs and business practices. Compaq is
strategically organized to meet the current and future needs of its customers,
offering Internet and enterprise computing solutions, networking products,
commercial PC products and consumer PCs. As the leader in distributed
enterprise solutions, Compaq has shipped over a million servers. In 1997, the
company reported worldwide sales of $24.6 billion. Compaq products are sold
and supported in more than 100 countries through a network of authorized
Compaq marketing partners. Customer support and information about Compaq and
its products can be found at http://www.compaq.com or by calling
1-800-OK-COMPAQ. Product information and reseller locations can be obtained
by calling 1-800-345-1518.
Digital Equipment Corporation, recognized for product and service
excellence, is a leading supplier of high-performance, Web-based computing
solutions, which help enterprises compete in the global marketplace. Digital
gives its customers a winning Internet advantage through a comprehensive
portfolio of Internet solutions based on award-winning systems, advanced
networking infrastructure, innovative software, and industry applications -
including those from its business partners. The expertise and experience of
Digital employees help customers plan, design, implement, manage and support
Internet solutions in countries throughout the world. For the latest company
information, visit Digital on the World Wide Web at http://www.digital.com
and/or http://www.newsdesk.com.
# # #
Compaq, Registered U.S. Patent and Trademark Office. Product names mentioned
herein may be trademarks and/or registered trademarks of their respective
companies.
Digital is a registered trademark of Digital Equipment Corporation.
For further editorial information, contact:
Compaq Computer Corporation Jim Finlaw 281-514-6137
[email protected]
Miller/Shandwick Technologies Mark Ostermann 281-514-5893
[email protected]
Digital Equipment Corporation Dan Kaferle 978-493-2195
[email protected]
For investor information, contact:
Compaq Investor Relations 281-514-9549 or 800-433-2391
Digital Investor Relations 978-493-7182