FORM 8 - K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM 8 - K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: October 6, 1997
PITNEY BOWES INC.
Commission File Number: 1-3579
State of Incorporation IRS Employer Identification No.
Delaware 06-0495050
World Headquarters
Stamford, Connecticut 06926-0700
Telephone Number: (203) 356-5000
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Pitney Bowes Inc. - Form 8-K
Page 2 of 3
Item 5: Other Events
Stamford, Connecticut, October 6, 1997 -- The Board of Directors of Pitney Bowes
Inc. ("the Company"), at a special meeting, approved a two-for-one stock split
of the Company's common stock effected in the form of a stock dividend to
stockholders of record on December 29, 1997, subject to the approval by the
stockholders at a stockholders meeting to be held on December 18, 1997 of an
amendment to the Restated Certificate of Incorporation, increasing the number of
authorized shares of common stock from 240 million to 480 million and reducing
the par value per share of common stock from $2 to $1.
The ratios of the Company's various stock plans, the rights plan and the
cumulative preferred and preference stocks will be adjusted to reflect the stock
split as of the record date.
Item 7: Financial Statements and Exhibits
(c) Exhibits (numbered in accordance with Item 601 of Regulation S-K)
Reg. S-K Status or Incorporation
Exhibits Description by Reference
(99) Release dated October 6, 1997 See Exhibit (i)
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Pitney Bowes Inc. - Form 8-K
Page 3 of 3
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.
PITNEY BOWES INC.
October 7, 1997
/s/ M. L. Reichenstein
M. L. Reichenstein
Vice President - Chief Financial Officer
(Principal Financial Officer)
/s/ A. F. Henock
A. F. Henock
Vice President - Controller
and Chief Tax Counsel
(Principal Accounting Officer)
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Pitney Bowes Inc. - Form 8-K
Exhibit (i)
Contact:
Press - Sheryl Y. Battles
Executive Director,
External Affairs
(203) 351-6808
Financial - Michael Monahan
Director,
Investor Relations
(203) 351-6349
PITNEY BOWES DECLARES 2-FOR-1 STOCK SPLIT
FOR IMMEDIATE RELEASE
Stamford, Conn., October 6, 1997-- Today, the board of directors of Pitney Bowes
Inc. (NYSE:PBI) declared a two-for-one split of the company's common stock
subject to approval by stockholders of an amendment of the company's Restated
Certificate of Incorporation. The amendment will increase the number of
authorized common shares from 240,000,000 to 480,000,000 shares. The split will
be effected through a dividend of one share of common stock for each common
share outstanding.
Notes Pitney Bowes Chairman and Chief Executive Officer Michael J.
Critelli, "The strength of our core business, focus on profitable growth and
solid financial foundation are all reflected in the steady increase of our stock
valuation. We are excited about today's stock split declaration because it
underscores our confidence in the continued growth and profitability of the
company, and the success of our ongoing strategy to generate and deliver
enhanced shareholder value. The lower post-split trading price should make our
stock even more attractive to the public."
The proposal will be voted on by stockholders of record as of October 24,
1997, at a special stockholders meeting December 18, 1997. If approved, the
company will distribute the stock dividend on or about January 16, 1998, for
each share held of record at the close of business December 29, 1997. The last
Pitney Bowes stock split was in 1992.
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