PITNEY BOWES INC /DE/
8-K, 2000-10-05
OFFICE MACHINES, NEC
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                                  United States
                       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 (Date of earliest event reported): October 4, 2000



                                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




<PAGE>

Item 5 - Other Events.

The  registrant's  press release dated October 4, 2000,  regarding its financial
outlook for the periods ending September 30, 2000, and December 31, 2000.

Item 7 - Financial Statements and Exhibits.

c. Exhibits.

The following  exhibits are furnished in accordance  with the provisions of Item
601 of Regulation S-K:

   Exhibit                                Description
   -------      ------------------------------------------------------------

     (1)           Pitney Bowes Inc. press release dated October 4, 2000.



                                   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.






                               PITNEY BOWES INC.




October 5, 2000




                            /s/ B. P. Nolop
                            ----------------------------------
                            B. P. Nolop
                            Executive Vice President and
                            Chief Financial Officer
                            (Principal Financial Officer)



                            /s/ A. F. Henock
                            ----------------------------------
                            A. F. Henock
                            Vice President - Controller
                            and Chief Tax Counsel
                            (Principal Accounting Officer)



<PAGE>
                                      (1)
                                                                       Exhibit 1


                 Pitney Bowes Revises Financial Outlook for 2000

STAMFORD,  Conn.,  October 4, 2000 -- Pitney Bowes Inc. (NYSE:PBI) today lowered
its  full-year  2000  earnings  per share  estimate  to $2.44 - $2.48 per share,
before one-time items, as compared to the current First Call consensus  estimate
of $2.58 per share.
     Two factors drove this change in guidance:
o    Increased margin pressure in the highly competitive office products markets
     are having an adverse  impact on operating  profit in the Office  Solutions
     segment.
o    Foreign   currency   weakness,   and  softer  than   anticipated   results,
     particularly in certain segments of the mail creation and logistics product
     lines of the Mail and Integrated Logistics (MAIL) segment, are resulting in
     reduced revenue growth rates in the third and fourth quarters.
     Consolidated  revenue  growth in the third  quarter is  estimated  at about
three  percent,  while growth in fourth  quarter 2000 is estimated to be flat to
slightly down, due principally to greater  currency impacts and higher levels of
asset sales revenue in the Capital Services segment in fourth quarter 1999.
     Third  quarter  earnings  per  share  outlook is  in the $0.62-$0.63  range
excluding  one-time  items,  as  compared to the  current  First Call  consensus
estimate of $0.65 per share.
     Michael J. Critelli,  Chairman and CEO of Pitney Bowes Inc. commented,  "We
are disappointed  with these results and are developing  action plans to address
the challenges we face. While demand for our traditional mailing systems remains
in line with expectations, the weakening economic environment is lengthening the
sales cycle and slowing customer decision-making in certain segments of the mail
creation and logistics product lines of the MAIL segment.  These factors,  along
with currency  fluctuations,  led us to revise our  expectations for revenue and
profit growth in the second half of 2000.


<PAGE>
                                      (2)

     "We  continue to believe that the need is greater than ever for the type of
technology-based    solutions   we   bring   to   customers'    mission-critical
communications  processes.  However,  we  acknowledge  that we must  refine  our
business  execution to respond to the slowing  economic  environment  and manage
growth areas of the business to more efficiently pursue both long-and-short-term
opportunities.
     "I have personally charged the senior management team with these tasks, and
we are examining  every element of our plans.  We will  intervene  quickly if we
conclude  that  either  talent or  organizational  barriers  are  hindering  our
progress. With this highly focused approach we remain very confident that we can
achieve  our  long-term  goals of six to eight  percent  revenue  growth  and 12
percent earnings per share growth in the future."
     Revenue  growth in the second half of 2000 for Total  Messaging  Solutions,
which  includes  both the MAIL and Office  Solutions  segments is expected to be
about three percent in the third quarter and in the range of flat to two percent
in the fourth  quarter.  This  reflects the impacts of the factors  noted above,
with a greater  impact of currency in the fourth  quarter,  and the  anticipated
reduction  in revenue  from the  previously  announced  sale of our credit  card
portfolio  at the end of second  quarter  2000,  which  would  have  contributed
$35-$40 million in revenue in the second half of 2000.
     During the third  quarter,  the  company  also will be making two  one-time
adjustments that are not reflected in the earnings guidance:
o    A one-time  charge of  approximately $15-$20  million  pretax or $0.05  per
     share, related  to consolidation  of our  information  technology staff and
     infrastructure. This initiative is focused on creating an  efficient global
     organization  and  technology  platform  to leverage  the  benefits  of our
     current Enterprise-wide Resource Planning (ERP) and e-business initiatives.
o    A  one-time  tax  benefit  related  to  recent  state  tax law  changes  of
     approximately $10-$12 million or $0.05 per share.

<PAGE>
                                      (3)

     The company is hosting a webcast with investors at 8:30 am Eastern Standard
Time on October 5, 2000  at www.pitneybowes.com  and can  be accessed  from  the
"Investor Relations" directory.
     Pitney Bowes plans to report earnings for the third quarter after the close
of  the  market on  Tuesday,  October 17, 2000.
     Pitney Bowes Inc. is a global provider of total messaging solutions.
                                      # # #
The forward-looking  statements contained in this news release involve risks and
uncertainties,  and are  subject to change  based on various  important  factors
including  timely  development  and acceptance of new products,  gaining product
approval,  successful  entry into new markets,  changes in interest  rates,  and
changes in postal regulations, as more fully outlined in the company's 1999 Form
10-K Annual Report filed with the Securities and Exchange Commission.



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