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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): January 19, 1999
MANUGISTICS GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-22154 52-1469385
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
2115 EAST JEFFERSON STREET
ROCKVILLE, MARYLAND 20852
(Address of principal executive offices and zip code)
(301) 984-5000
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On January 19, 1999, Manugistics Group, Inc. issued a press release
announcing its plans to reorganize and move forward as an independent software
vendor, and that it is no longer engaged in the previously announced discussions
with other companies concerning a potential business combination.
A copy of the press release appears as Exhibit 99 to this Report and is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The following is filed as an Exhibit to this Report:
Exhibit Number Description
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99 Press Release dated January 19, 1999.
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SIGNATURE
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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, in the City of Rockville, State of
Maryland, on the 19th day of January, 1999.
MANUGISTICS GROUP, INC.
By: /s/ Peter Q. Repetti
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Peter Q. Repetti
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
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EXHIBIT NUMBER DESCRIPTION
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99 PRESS RELEASE DATED JANUARY 19, 1999.
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Contacts: Charlotte Penner
Director, Corporate Communications
301-998-7465
Nate Wallace
Manager, Investor Relations
301-984-5059
FOR IMMEDIATE RELEASE
MANUGISTICS ANNOUNCES REORGANIZATION
AND FUTURE DIRECTION
REDUCES EXPENSES, CHANGES MANAGEMENT TEAM, STREAMLINES ORGANIZATION
TO CONCENTRATE ON TARGET MARKETS AND E-COMMERCE
Rockville, Md., January 19, 1999 -- Manugistics Group, Inc. (Nasdaq: MANU),
today announced plans to reorganize and move forward as an independent software
vendor. The Company will concentrate on its core business -- providing solutions
that deliver rapid results to companies with dynamic supply chains in target
markets, and on enabling these companies to take advantage of emerging e-
commerce opportunities. The Company announced it is reorganizing and
streamlining the business around core strengths, decreasing expenses by means of
a substantial reduction in workforce and other actions, and making changes in
the management team. As of this past weekend, Manugistics is no longer engaged
in the previously-announced discussions with other companies concerning a
potential business combination.
"We have carefully considered our performance and market factors that have
affected us and other companies over the last several quarters. Our number one
objective is to return to profitability, which we believe we can achieve in the
near-term by reorganizing the Company to improve our execution, and streamlining
the business to focus on target markets," said William M. Gibson, Chairman and
CEO of Manugistics.
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"We will continue to deliver proven solutions which enable our large client
base -- over 850 companies, more than any other supply chain vendor -- to
achieve rapid results. We will focus on our core competencies to provide deep,
industry-specific supply chain solutions to companies with dynamic supply
chains, that are consumer-driven, and desire to leverage e-commerce across their
supply chains. Just as we pioneered the supply chain market, we intend to
leverage our early lead in e-commerce to pioneer the next generation of supply
chain solutions we call e-Chain/TM/," Gibson continued.
The Company has made the following changes in its organization and senior
management:
* Global Sales and Services -- Kenneth S. Thompson, executive vice president,
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will lead this group, adding Europe, Middle East and Africa, Latin America and
Australasia to his previous responsibilities of overseeing Japan.
* North American Sales Operations -- Jeffrey L. Holmes, vice president, will
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lead this group which consolidates sales with presales consulting and industry
marketing into an integrated, streamlined organization operating as a team to
sell and deliver customer-specific high value solutions. This group also
includes e-Chain Technologiesn/TM/which integrates sales, domain experts,
product marketing and engineering into a single organization chartered with
maximizing emerging opportunities for collaborative commerce solutions for
inter-enterprise supply chains.
* Supply Chain Products -- Eric J. Hughey, vice president of development, and
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Frederick W. Rook, chief technical officer, will co-lead a redefined Supply
Chain Products group which unites product development, product marketing and
product support under one organization.
* Consulting Services -- Mary Lou Fox, senior vice president, who created
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Manugistics' original consulting services organization will reassume
responsibilities to lead that group. Consulting Services will continue to work
closely with sales as a key component of the team that delivers rapid results to
clients.
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* The Company is recruiting a CEO to bring additional management depth and
leadership to the organization. William M. Gibson will continue as Chairman of
the Company.
* Joseph E. Broderick, executive vice president of Client Sales and Services,
and Keith Enstice, senior vice president of Global Consulting Services, have
resigned.
As part of the restructuring, the Company is reducing its workforce by
approximately 30 percent or 400 people. The Company expects to report a non-
recurring charge estimated to be about $60 million for the quarter ending
February 28, 1999 to cover costs related to the write-off of equipment and
intangibles, closing of certain offices, and the workforce reduction. This
charge will consist primarily of certain non-cash charges (e.g., intangibles)
together with certain cash charges (e.g., payments associated with workforce
reductions and elimination of leases).
Headquartered in Rockville, Md., Manugistics Group, Inc. provides customer-
centric supply chain optimization solutions and has the largest global client
base of any supply chain provider. The company's solutions are used by more than
850 companies to improve the flow of product within and among companies from raw
materials or parts through manufacturing to delivery of product to the end
customer. Manugistics' solutions uniquely allow its clients to create and
optimize their dynamic supply chains around their customers and are quick to
implement, adapt easily to change, and deliver rapid results. Its clients
include leading companies such as Compaq, DuPont, Harley-Davidson, Nike, Nestle,
and Wal-Mart.
FORWARD LOOKING STATEMENTS
This press release contains forward looking statements that are subject to
risks and uncertainties and there are important factors that could cause actual
results to differ materially from those anticipated by such statements. (Certain
of such statements are identified by use of words such as "anticipate,"
"believe," "estimate," "intend," "expect," or "future.")
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Most importantly, there are a number of important factors that could affect the
Company's performance. Demand for the Company's supply chain management software
products and the Company's quarterly operating results could be affected by
business conditions or the general economy in domestic and international
markets, the timely availability and acceptance of the Company's products,
technological change, the timing and results of the Company's longer-term
initiatives, the response of prospective customers to announced or commercially
available products or pricing, competitors' announcements and other marketing
activities, acquisitions or marketing relationships, the length of the Company's
sales cycles, or the Company's ability to integrate acquired operations and
technologies rapidly and effectively. The Company's expense levels are based
largely on its expectations of future revenues, and if revenues were to be below
expectations (as has occurred in the first two quarters of fiscal 1999), the
Company's operating results would be and have been affected. The timing of
releases of the Company's software products can be affected by client needs,
marketplace demands, technological advances, and competitors' activities. The
expansion of the Company's operations into foreign markets, including the
Asia/Pacific and South America regions, might be affected by general economic
conditions in foreign countries, difficulties in staffing and managing
international operations, changes in foreign currency exchange rates, and
political and economic instability. For further information, please refer to the
Company's Form 10-K for the year ended February 28, 1998, and other reports and
documents subsequently filed with the Securities and Exchange Commission which
are publicly available, copies of which may also be obtained by contacting the
Company's Investor Relations department at 301-984-5409. The Company assumes no
obligation to update the information contained in this press release.
# # #
Manugistics, the Manugistics logo, and working as one are registered trademarks
and e-Chain and e-Chain Technologies are trademarks of Manugistics, Inc. All
other product or company names mentioned are used for identification purposes
only, and may be trademarks of their respective owners. Additional information
about Manugistics can be found at the company's site on the World Wide Web, at
http://www.manugistics.com.
