SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20594
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 27, 1995
- ------------------------------------------------------------------------------
UNISYS CORPORATION
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
DELAWARE 1-8729 38-0387840
- ------------------------------------------------------------------------------
(State of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
TOWNSHIP LINE AND UNION MEETING ROADS
BLUE BELL, PENNSYLVANIA 19424
- ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
215-986-4011
- ------------------------------------------------------------------------------
(Registrant's telephone number)
<PAGE>
Item 5. Other Events
In May 1995, the Company completed the sale of its defense business to Loral
Corporation. In accordance with APB Opinion Number 30 ("APB 30"), the
Company's defense business has been treated as a discontinued operation.
Pursuant to APB 30, the revenue, costs and expenses of the Company's defense
business have been excluded from the respective captions in the Consolidated
Statements of Income and the net results of these operations have been
reported separately as "income from discontinued operations." Below are
the Company's Condensed Consolidated Statements of Income for the three
years ended December 31, 1994 presented in accordance with APB 30.
1994 (1) 1993 1992
-------- ---- ----
(in millions of dollars)
Revenue $5,978.2 $5,980.8 $6,600.9
------- ------- -------
Costs and Expenses
Cost of revenue 3,815.4 3,402.8 3,880.9
Selling, general and administrative 1,544.8 1,516.3 1,640.9
Research and development 463.6 489.3 505.6
------- ------- -------
5,823.8 5,408.4 6,027.4
------- ------- -------
Operating income 154.4 572.4 573.5
Interest expense 203.7 241.7 340.6
Other income, net 63.9 40.2 68.4
------- ------- -------
Income from continuing operations before
income taxes 14.6 370.9 301.3
Estimated income taxes 2.5 84.6 135.0 (2)
------- ------- -------
Income from continuing operations before
extraordinary items and changes
in accounting principles 12.1 286.3 166.3
Income from discontinued operations 96.1 75.3 129.9
Extraordinary items (7.7) (26.4) 65.0
Effect of changes in accounting principles 230.2
--------- -------- --------
Net income 100.5 565.4 361.2
Dividends on preferred shares 120.1 121.6 122.1
-------- -------- --------
Earnings (loss) on common shares $ (19.6) $ 443.8 $ 239.1
======== ======== ========
Earnings (loss) per common share
Primary
Continuing operations $ (.63) $ 1.00 $ .27
Discontinued operations .56 .46 .79
Extraordinary items (.04) (.16) .40
Effect of changes in accounting 1.39
principles
-------- -------- --------
Total $ (.11) $ 2.69 $ 1.46
======== ======== ========
Fully diluted
Continuing operations $ (.63) $ 1.17 $ .33
Discontinued operations .56 .31 .71
Extraordinary items (.04) (.11) .36
Effect of changes in accounting .94
principles
-------- -------- --------
Total $ (.11) $ 2.31 $ 1.40
======== ======== ========
(1) Includes a special charge of $186.2 million, or $.78 per fully diluted
common share.
(2) Estimated income taxes for 1992 primarily consists of foreign income
taxes.
<PAGE>
The following are condensed consolidated statements of income of the Company's
defense business for the three years ended December 31, 1994.
1994 1993 1992
---- ---- ----
(in millions of dollars)
Revenue $1,421.5 $1,761.7 $1,821.0
-------- -------- --------
Costs and Expenses
Cost of revenue 1,125.6 1,441.5 1,503.6
Selling, general and administrative 124.5 132.6 139.9
Research and development 19.8 25.9 30.3
-------- -------- --------
1,269.9 1,600.0 1,673.8
-------- -------- --------
Operating income 151.6 161.7 147.2
Other income, net (13.0) (29.2) (12.9)
-------- -------- --------
Income before income taxes 138.6 132.5 134.3
Estimated income taxes 42.5 57.2 4.4 *
-------- -------- --------
Net income $ 96.1 $ 75.3 $ 129.9
======== ======== ========
* Due to the Unisys U.S. tax position in 1992 whereby virtually no U.S.
income tax was provided based on income, the only tax shown for the defense
business is the tax on Canadian operations.
<PAGE>
SIGNATURE
---------
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, thereunto duly authorized.
UNISYS CORPORATION
Date: June 27, 1995 By: /s/Deborah C. Hopkins
------------------------
Deborah C. Hopkins
Vice President and
Corporate Controller