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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): July 22, 1999
COMPAQ COMPUTER CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 1-9026 76-0011617
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
20555 SH 249
HOUSTON, TEXAS 77070
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(Address of Principal Executive Offices) (Zip Code)
(281) 370-0670
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(Registrant's telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
In a release dated July 22, 1999, Compaq Computer Corporation (NYSE:
CPQ) announced that its Board of Directors voted unanimously to appoint Michael
D. Capellas, president and chief executive officer, effective immediately. He
was also elected to the Board of Directors. The news release is attached as
Exhibit 99.
ITEM 7. EXHIBITS.
Exhibit 99 News Release dated July 22, 1999 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.
COMPAQ COMPUTER CORPORATION
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Dated: July 23, 1999 By: /s/ Linda S. Auwers
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Linda S. Auwers
Vice President, Associate General
Counsel and Secretary
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NEWS RELEASE
COMPAQ COMPUTER CORPORATION P.O. BOX 692000
PUBLIC RELATIONS DEPARTMENT HOUSTON, TEXAS 77269-2000
TEL 281-514-0484
FAX 281-514-4583
HTTP://WWW.COMPAQ.COM
[Compaq Logo]
FOR IMMEDIATE RELEASE
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COMPAQ APPOINTS MICHAEL D. CAPELLAS
PRESIDENT AND CHIEF EXECUTIVE OFFICER
HOUSTON, JULY 22, 1999 - Compaq Computer Corporation (NYSE: CPQ) announced
that its Board of Directors voted unanimously today to appoint Michael D.
Capellas, 44, president and chief executive officer, effective immediately. He
was also elected to the Board of Directors. "With this appointment, Compaq now
has in place everything necessary to be at the forefront of the accelerating
revolution in information technology," said Compaq Chairman Benjamin M. Rosen.
"Michael Capellas will lead the company through the next and greatest phase of
its growth."
Capellas has been Compaq's Chief Operating Officer, with responsibility for
overall strategic planning, organizational realignment and all operations, since
June 2. His extensive business background balances cutting-edge understanding
of information technology with broad experience in line management. An expert
in information technology and supply chain management, he was recruited last
year as Chief Information Officer and planned and implemented the transformation
of the company's information systems to capture the opportunities and meet the
demands of the Internet era.
"We set out to find the ideal CEO and we discovered him right here at
Compaq, hard at work," Rosen continued. "As COO, Michael has already mobilized
the organization, moving us forward at Internet speed. He has united and
energized our entire management team around a sound strategic business plan. He
has established clear lines of accountability. Decisions are being made and
implemented much faster. Each business group is focused intently on its
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customer base. In just a few short weeks, Michael has solidified our platform
for profitable growth and clarified our focus on Internet-centered innovation.
"In the end, our choice was easy. In a field of excellent candidates,
Michael was clearly superior. He has a better understanding of where
information technology is going than anyone else we talked with - inside or
outside the company. He has a clear vision for Compaq and the industry. He has
strong leadership skills, an excellent rapport with customers and, with years of
experience in information management, a true understanding of customer needs.
And he has a passion for winning.
"Michael combines three powerful qualifications: intimate knowledge and
pioneering involvement in information technology and eCommerce; the perspective
of having been a sophisticated information technology customer; and the ability
to build and motivate a global sales force. This combination of capabilities
means he can both refine strategy and implement it. He understands our business
and financial dynamics, and how to balance them properly to deliver results.
"The entire Board has never felt more confident of Compaq's future," Rosen
concluded.
"We have assembled the greatest team in the industry and together we will
secure Compaq's destiny as the information technology leader," Capellas said.
"As the Internet transforms business, we have the powerful solutions and range
of products necessary to maximize NonStop() eBusiness benefits for our
customers. Execution is our challenge, and we are ready to meet it head on.
"Compaq's Internet portfolio covers the full spectrum of products and
services our customers will demand as eBusiness proliferates. We occupy the
Enterprise space with a full range of high-availability server technology. We
power an enormous installed base of customers to meet their mission-critical
requirements, ranging from 66 of the world's 68 stock exchanges to the
consumer-sensitive needs of such leading-edge companies as Amazon.com, MSN and
priceline.com. Beyond that, each of our three business groups, supported by a
global sales and marketing force and effective supply chain, is focused clearly
on its defined customer base. With business models benchmarked against best in
class, each is equipped to deliver profitable growth.
"Today, we put the competition on notice: we're taking the fight to the
marketplace. Business needs are moving rapidly toward Compaq's strengths. This
company has transformed the information technology industry before, and we will
do it again. We recognize our challenges, and we will address them with a
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renewed sense of pride, commitment and confidence. We are already under way,
and the momentum feels great."
Compaq also announced that having completed its mission of selecting a new CEO
and actively leading the company during the search process, the Office of the
Chief Executive is disbanded, effective immediately. OCE members Rosen, Frank
P. Doyle and Robert Ted Enloe III will remain Compaq directors, with Rosen
continuing to serve as chairman.
ABOUT MICHAEL CAPELLAS
Michael D. Capellas is a seasoned general manager with particular expertise
in information technology, eCommerce and supply chain management. He has
significant product development experience, including software and solutions;
has run large global sales/marketing organizations; has managed quality
assurance programs; has been involved in starting up a new company; and has held
a broad range of line management positions. As such, he has extensive,
successful, hands-on experience in every key area involved in successfully
running a global technology enterprise. Over the past 23 years, he has gained a
solid reputation among colleagues and customers alike as an information
technology executive with a rare balance of strategic insight, operational
expertise, technological and financial skills, and sales/marketing savvy.
Capellas joined Compaq in August 1998 as Chief Information Officer and, in
a relatively short time, has played key roles in the development of the
company's overall eCommerce strategy; the integration of that strategy into
Compaq's NonStop eBusiness go-to-market strategy; a major consolidation of the
company's information technology organization, including a dramatic cost
reduction; the defining and implementation of the company's supply chain
strategy, including the consolidation of manufacturing activities; the
development and implementation of a go-to-market strategy for the integration of
Digital Equipment; the rapid development and successful execution of Compaq's
Y2K compliance program; the recruiting of several new key managers; the
formulation of the company's global account strategies; participation in
hundreds of sales calls; executive oversight of several global accounts; and
ongoing counsel to the Board and senior management on various operational as
well as technological issues.
Capellas most recently served as Compaq's acting Chief Operating Officer, a
position to which he was named on June 2. In that role, his principal
accomplishments included quickly getting the company's new management team in
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place, melding that team into a single, harmonious whole by leadership and
example, and successfully driving the company's recent operational realignment.
Immediately before joining Compaq, Capellas held senior positions at Oracle
Corporation and at SAP America, both growing out of his information technology
and supply chain management consulting work at Benchmarking Partners, of
Cambridge, Massachusetts, a leading information management consulting firm,
where he was a founder and Managing Partner (1996). At Oracle (1997-98), he
served as Senior Vice President and General Manager for the company's global
energy business, where his oversight responsibilities included product
development, marketing, sales, consulting and client support. His
accomplishments there included reorganizing and refocusing the unit's global
sales force, resulting in a 100 percent increase in business unit revenue. At
SAP America (1996-97), he was Director of Supply Chain Management; his
accomplishments included spearheading a business-development effort that led to
approval by General Motors' Delphi unit of a $1 billion SAP implementation
project.
From 1981 to 1996, Capellas held several senior positions at Schlumberger
Ltd, including serving as the company's first corporate director for information
systems; controller and treasurer of Schlumberger's operations in Asia Pacific;
CFO of Dowell Schlumberger Inc., a joint venture between Schlumberger and Dow
Chemical; and in operations management at Schlumberger's Fairchild Semiconductor
unit. Among Capellas's many accomplishments during his fifteen years at
Schlumberger were the initiation and worldwide deployment of concurrent
engineering and common manufacturing processes; the global launch of SAP R/3,
one of SAP's first international projects; the increased use of commercial
technology; the centralization of information technology departments into a
single shared service organization; and the consolidation of 36 data centers
down to six worldwide.
Capellas began his career at Republic Steel Corporation (1976-81), where he
held various systems analyst and manufacturing positions.
Capellas grew up in Warren, Ohio and also spent time living with his family
abroad. He is a 1976 graduate of Kent State University, from which he received
a B.B.A. He is a Certified Public Accountant. He and his wife Marie have been
married for 20 years and have two children. Capellas has been a Houston
resident since 1989. He has been involved in a wide variety of community
leadership and charitable work, and is an avid golfer.
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Company Background
Compaq Computer Corporation, a Fortune Global 100 company, is the
second-largest computer company in the world and the largest global supplier of
computer systems. Compaq develops and markets hardware, software, solutions,
and services, including industry-leading enterprise computing solutions,
fault-tolerant business-critical solutions, enterprise network storage products,
commercial desktop and portable products and consumer PCs. The company is an
industry leader in environmentally friendly programs and business practices.
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 are available at
http://www.compaq.com, or by calling 1-800-345-1518.
# # #
Compaq, Registered U.S. Patent and Trademark Office. Product names mentioned
herein may be trademarks and/or registered trademarks of their respective
companies.
For further information, Media may contact:
Compaq Computer Corporation Alan Hodel 281-518-8932
[email protected]
ON JULY 22 MEDIA MAY ALSO CALL: Eileen Quinn 281-514-6137
[email protected]
Compaq Investor Relations: 281-514-9549 OR 800-433-2391
[email protected]
Industry Analyst Contact: Ken Conway 281-514-2347
[email protected]
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