SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 8-K
CURRENT REPORT
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 2,
1997
Computervision Corporation
(Exact name of registrant as specified in charter)
Delaware 1-7760/0-20290 04-2491912
- ---------------- -------------- --------------
(State or other (Commission IRS Employer
jurisdiction File Numbers) Identification
of incorporation) Number)
100 Crosby Drive, Bedford, MA 01730
(Address of principal executive offices)
(617) 275-1800
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last
report)
<PAGE>
Item 5. Other Events
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On April 2, 1997, Computervision Corporation issued a
press release reporting on its preliminary financial results
for the first quarter of 1997 (see attached press release).
On April 2, 1997, Computervision Corporation also
issued a press release announcing the election of James B.
Rubin, Senior Managing Director of M.D. Sass Investors
Services, Inc., a 17% shareholder of the Company, as a
member of its Board of Directors (see attached press
release).
<PAGE>
Item 7. Financial Statements and Exhibits
- ------------------------------------------
(a) Financial Statements of business acquired:
Not applicable
(b) Pro Forma financial information
Not applicable
(c) Exhibits:
(99) (a) Press Release dated April 2, 1997
(99) (b) Press Release dated April 2, 1997
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
thereunto duly authorized.
Computervision Corporation
(Registrant)
By /S/ Anthony N. Fiore, Jr.
Anthony N. Fiore, Jr.
Vice President, Business
Operations and General
Counsel
Date: April 8, 1997
<PAGE>
EXHIBIT INDEX
-------------
Exhibit No. Page. No.
- ---------------------------------------------------------
(99) (a) Press Release dated April 2, 1997 6-7
(99) (b) Press Release dated April 2, 1997 8-9
<PAGE>
For Further Information
Investor Contact: Media Contact:
Kathryn Cadigan Paula Slotkin
Director, Investor Relations Director, Public Relations
(617) 275-1800, ext. 1871 (617) 275-1800, ext. 1838
FOR IMMEDIATE RELEASE
COMPUTERVISION ANNOUNCES PRELIMINARY
FIRST QUARTER RESULTS
BEDFORD, Mass., April 2, 1997 -- Computervision Corporation
(NYSE:CVN) today announced that its operating losses will be
substantially larger than expected for the first quarter
ended March 31, 1997. The increase in operating losses
relates to an approximately $20 million shortfall in
software license revenue. The Company noted that it did not
close between ten to fifteen orders before the end of the
first quarter which resulted in the shortfall and
highlighted the Company's continuing dependence on closing
contracts in the final days of a quarter. These orders are
still in process and have not been lost to competition.
While the Company believes it will be able to close these
deals in upcoming quarters, no assurances can be given that
it will be able to do so. The Company also announced that
due to the loss it will not meet certain financial covenants
contained in its credit facility, under which there are no
existing borrowings. It is the Company's expectation that
this issue will be satisfactorily resolved.
Kathleen A. Cote, president and CEO of Computervision
stated, "While we are confident about the prospects for our
business, it is clear that we pursue large contracts with
long sales cycles and therefore have difficulty in
predicting our results on a quarter to quarter basis. With
the introduction of products like the recently announced
EPD.Connect(TM), which expand our family of Electronic
Product Definition(TM)(EPD(TM)) products, we are striving
for more predictability over time. In addition to our
commitment to deliver leading software solutions to our
existing and prospective customer base, we will continue to
also focus vigorously on our goal of achieving improved cost
structures in the first half of 1997 as we transition the
Company toward sustainable growth and increased shareholder
value."
Computervision will report final results for the first
quarter in its regularly scheduled earnings announcement on
April 24, 1997.
This press release contains "forward-looking" statements
under the federal securities laws. The Company notes that
the actual results could differ materially from those
projected, including: reliance on significant contracts from
large customers that make quarterly revenue and earnings
difficult to predict and the risks associated with new
product introduction and technology development by the
Company. The Company's ability to resolve its issues with
its credit facility depends upon the Company's ability to
provide its banks with an appropriate plan and its ability
to have sufficient assets and receivables for a satisfactory
borrowing base. The Company refers the reader to its
filings with the Securities and Exchange Commission for
other risks and uncertainties.
Computervision Background
- -------------------------
Computervision Corporation (NYSE:CVN) is the leading
international supplier of Electronic Product Definition
(EPD) solutions. EPD is Computervision's product and
process response to the customer need to concurrently
create, manage, share and reuse electronic product
information in a collaborative environment throughout a
product's life cycle and across a distributed value chain.
For more than 26 years, the company's product development
software solutions have helped manufacturers improve product
quality and reduce time to market. Computervision is
headquartered in Bedford, Massachusetts.
Computervision, and the Computervision logo are registered
trademarks of Computervision Corporation. Electronic
Product Definition, EPD, and EPD.Connect are trademarks of
Computervision Corporation. All other trademarks are
trademarks of their respective owners.
A copy of this release plus financial, product and other
company information is available via fax by dialing 1-800-
546-4616. Any questions concerning the service should be
directed to Investor Relations at Computervision Corporation
at 617/275-1800. For more information on Computervision,
please call (617) 275-1800 or visit the Computervision web
site at http://www.cv.com.
<PAGE>
For Further Information
Investor Contact: Media Contact:
Kathryn Cadigan Paula Slotkin
Director, Investor Relations Director, Public Relations
(617) 275-1800, ext. 1871 (617) 275-1800, ext. 1838
FOR IMMEDIATE RELEASE
Computervision Names James B. Rubin
to its Board of Directors
BEDFORD, Mass., April 2, 1997 -- Computervision Corporation
(NYSE:CVN) announced today the election of James B. Rubin,
Senior Managing Director of M.D. Sass Investors Services,
Inc., as a member of its Board of Directors. Chief
Executive Officer Kathleen A. Cote said, "We are very
pleased to have an individual of Jim Rubin's experience and
stature join our Board. As our largest shareholder and an
institutional money manager with diverse, long-term capital
markets experience, Jim brings an important dynamic to our
board; a proven, long-term record of supporting management
to maximize shareholder value."
Mr. Rubin noted, "While Computervision has done very well to
revolutionize its products, business model and balance
sheet, it continues to have an equity market value which
trades at a heavily discounted level. Given the strategic
repositioning and operating performance the Company has
successfully accomplished over the last few years, it is
clear that shareholder value enhancement is now a priority
of the highest order. My goal is to help the Company change
this as quickly and dramatically as possible."
Mr. Rubin is replacing Jon Strauss who resigned from the
Board. Mr. Strauss has recently relocated to the West Coast
to become President of Harvey Mudd College, Claremont, CA.
Computervision Background
- -------------------------
Computervision Corporation (NYSE:CVN) is the leading
international supplier of Electronic Product Definition
(EPD) solutions. EPD is Computervision's product and
process response to the customer need to concurrently
create, manage, share and reuse electronic product
information in a collaborative environment throughout a
product's life cycle and across a distributed value chain.
For more than 26 years, the company's product development
software solutions have helped manufacturers improve product
quality and reduce time to market. Computervision is
headquartered in Bedford, Massachusetts.
Computervision, and the Computervision logo are registered
trademarks of Computervision Corporation. Electronic
Product Definition, EPD, and EPD.Connect are trademarks of
Computervision Corporation. All other trademarks are
trademarks of their respective owners.
A copy of this release plus financial, product and other
company information is available via fax by dialing 1-800-
546-4616. Any questions concerning the service should be
directed to Investor Relations at Computervision Corporation
at 617/275-1800. For more information on Computervision,
please call (617) 275-1800 or visit the Computervision web
site at http://www.cv.com.
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