INFORMIX CORP
8-K, 1998-02-27
PREPACKAGED SOFTWARE
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<PAGE>

                     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)
                February 27, 1998 (February 13, 1998)


                          INFORMIX CORPORATION
        ----------------------------------------------------------
          (Exact name of registrant as specified in its charter)



                               DELAWARE
        ----------------------------------------------------------
             (State or other jurisdiction of incorporation)

          0-15325                                       94-3011736
- ------------------------------              ---------------------------------
  (Commission File Number)                  (IRS Employer Identification No.)


            4100 Bohannon Drive, Menlo Park, California 94025
        ----------------------------------------------------------
         (Address of principal executive offices)      (Zip Code)

     Registrant's telephone number, including area code (650) 926-6300
                                                        --------------

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Item 9.  SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.

     On February 13, 1998, Informix Corporation (the "Company") issued 60,000 
shares of its Series A-1 Convertible Preferred Stock (the "Warrant Stock") to 
Fletcher International Limited ("Fletcher") for an aggregate of $15 million. 
The sale of the Warrant Stock was not registered under the Securities Act of 
1933 pursuant to the exemption provided by Regulation S. The Warrant Stock 
was purchased pursuant to a Warrant (the "Warrant") that was granted to 
Fletcher in connection with a Subscription Agreement dated August 12, 1997 
between Fletcher and the Company (the "Subscription Agreement"), as 
subsequently amended by Amendment No. 1 dated November 17, 1997 (the 
"Amendment").  

     Pursuant to the Subscription Agreement, the Company sold 160,000 shares 
of Series A Convertible Preferred Stock (the "Series A Stock") for an 
aggregate of $40 million and issued a Warrant to acquire up to an additional 
140,000 shares of Series A Stock.  In connection with a subsequent financing, 
the Series A Stock was exchanged for Series A-1 Convertible Preferred Stock, 
and the Warrant relating to Series A Stock was exchanged, pursuant to an 
Exchange Agreement between the Company and Fletcher dated as of November 17, 
1997 (the "Exchange Agreement"), for a Warrant relating to Series A-1 
Convertible Preferred Stock. 

     Reference is made to the Current Reports on Form 8-K filed by the 
Company with the Securities and Exchange Commission on August 25, 1997 and 
December 2, 1997 for information concerning the Warrant, the Subscription 
Agreement, the Amendment and the Exchange Agreement.


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                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Company has duly caused this Current Report to be signed on its behalf by the 
undersigned, thereunto duly authorized in the City of Menlo Park, State of 
California, on February 27, 1998.



                                   INFORMIX CORPORATION


                                   By: /s/ Jean-Yves Dexmier
                                       ------------------------------
                                        Jean-Yves Dexmier,
                                        Executive Vice President, Chief
                                        Financial Officer and Secretary



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