-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JLKt5rl6YM5Tev5BmzbUlzgHm4FhSbMNt/OO7zh23PNY980kj1MMcxvCh3z8dbiA zNXcoJuhMij5ulEOe0HSDw== 0001104659-05-046994.txt : 20051004 0001104659-05-046994.hdr.sgml : 20051004 20051004091507 ACCESSION NUMBER: 0001104659-05-046994 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051001 FILED AS OF DATE: 20051004 DATE AS OF CHANGE: 20051004 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEAC COMPUTER CORP LTD CENTRAL INDEX KEY: 0001145047 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50568 FILM NUMBER: 051119491 BUSINESS ADDRESS: STREET 1: 11 ALLSTATE PARKWAY STREET 2: SUITE 300 CITY: MARKHAM ONTARIO CANADA L3R 9T8 STATE: A6 ZIP: 00000 BUSINESS PHONE: 9059403704 6-K 1 a05-17127_16k.htm 6-K

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF THE
SECURITIES EXCHANGE ACT OF 1934

 

For the month of: October 2005

 

Commission File Number: 0-50568

 

Geac Computer Corporation Limited

(Translation of registrant’s name into English)

 

11 Allstate Parkway, Suite 300, Markham, Ontario L3R9T8 Canada

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F 
o Form 40-F ý

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes  o  No  ý

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-             

 

 



 

On October 3, 2005, Geac Computer Corporation Limited (the “Company”) filed on the SEDAR website maintained by the Canadian Depository for Securities Limited at www.sedar.com a press release, issued on October 3, 2005, with regard to the Company’s divestiture of its Interealty division.  A copy of this press release is attached as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K.

 

 

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, thereunto duly authorized.

 

 

GEAC COMPUTER CORPORATION LIMITED

 

 

 

 

 

 

/s/ Jonathan D. Salon

 

 

 

Jonathan D. Salon

 

 

Vice President and

 

 

Deputy General Counsel

 

 

Date: October 4, 2005

 

2



 

EXHIBIT INDEX

 

Number

 

Title

 

 

 

99.1

 

Press Release issued on October 3, 2005

 

3


EX-99.1 2 a05-17127_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Geac Sells Interealty Business to The First American Corporation

 

Company divests non-core asset to continue targeted focus on
enhancing Performance Management integration and sales

 

MARKHAM, Ontario and WALTHAM, Mass., October 3, 2005 – Geac® (TSX:GAC, NASDAQ:GEAC) today announced that it has sold in an all cash sale of US$35 million its Interealty division, which specializes in Web-based applications for realtors, to The First American Corporation (NYSE:FAF), a Fortune 500 business information provider. Interealty will be added to First American Residential Group, a subsidiary business line established by First American in 2002 to address the real estate brokerage, multiple listing service (MLS) and relocation market segments with the full array of First American capabilities.

 

Interealty is a leading service provider to the residential retail real estate market with innovative products such as its MLS systems, MLXchange and MLXchange Professional.  Over the past several years, Geac’s management team has revitalized the Interealty business and significantly improved operating performance.  However, Geac recognizes that by focusing on its core Performance Management strategy, it can best achieve the highest value for its customers, shareholders and other stakeholders.

 

“While a formidable player in the residential retail real estate market, Interealty is not core to our Performance Management integration strategy.  It is, however, a complementary and strategic asset for First American’s business,” said Charles Jones, President and CEO of Geac.  “Geac is increasingly focused on how its Performance Management technology can integrate with existing Geac applications to assist in differentiating our many product lines.  We have seen particular success with Geac product integration initiatives across our Enterprise Applications business and within the Industry Specific Applications – including integration with our Local Government and Commercial Systems Divisions and market opportunities identified for our Restaurants Division.  Geac is also focused on how these important applications can integrate with non-Geac products to provide world class

 



 

financial management solutions on a broad base of existing transaction and operating systems. With both Geac and non-Geac product integration initiatives, we have witnessed sales of our Performance Management suite increase with existing and new customers.”

 

Mr. Jones continued, “Today’s sale is also a strong example of our ability to turn around challenged businesses and to achieve solid market value for non-strategic assets.  Two years ago, Interealty was in decline and losing money.  Through the strong focus of Geac management and the extraordinary efforts of the Interealty team, we have transformed this business.  We have sold Interealty, a non-strategic asset to Geac, in an all cash transaction valued at a multiple of 1.5 times trailing revenues to a Fortune 500 company that will provide increasing strategic opportunities for this thriving enterprise and its dedicated and talented employee base.

 

Headquartered in Santa Ana, Calif., First American Residential Group, Inc., provides service, technology, outsourcing and product solutions to members of the real estate and relocation industries.  Working in concert with other First American units, the company provides a comprehensive portfolio of residential real estate services including transaction management, title insurance, home warranty, appraisal and relocation services.

 

“We’re pleased to bring aboard the leading products and strong people of Geac’s Interealty business,” said Stephen C. Roney, president and chief executive officer of First American Residential Group. “We are equally delighted to welcome their many customers to the unparalleled tradition, innovation and standard of care that are the hallmarks of First American.”

 

The US$35 million purchase price is subject to a post-closing working capital and capital expenditure adjustment as of the closing date.  Under the terms of the agreement, Geac will provide certain transitional services after the close of the transaction.  Employees of Interealty will be offered employment with First American Residential Group, and Interealty’s management, office locations, company name and product brands will remain unchanged.

 



 

About First American

 

The First American Corporation (NYSE: FAF), a Fortune 500 company that traces its history to 1889, is the nation’s largest data provider. First American combines advanced analytics with its vast data resources to supply businesses and consumers with valuable information products to support the major economic events of people’s lives, such as getting a job, renting an apartment, buying a car or house, securing a mortgage and opening or buying a business. The First American Family of Companies, many of which command leading market share positions in their respective industries, operate within six primary business segments, including: Title Insurance and Services, Specialty Insurance, Mortgage Information, Property Information, Credit Information and Screening Information. With revenues of $6.72 billion in 2004, First American has approximately 2,000 offices throughout the United States and abroad. More information about the company and an archive of its press releases can be found at www.firstam.com.

 

About Interealty

 

Interealty, a division of Geac, is a premier provider of Multiple Listing Service (MLS) systems and real estate software in North America.  Interealty offers a full line of technology products and support services to the real estate industry, including MLS organizations, franchisors, and agents.  For more than three decades, Interealty has provided North America’s leading real estate boards and associations with innovative products like its leading MLS system, MLXchange.  Headquartered in Vienna, Virginia, Interealty has offices throughout North America.

 

About Geac

 

Geac (TSX: GAC, NASDAQ:GEAC) is a global enterprise software company that addresses the needs of the Chief Financial Officer. Geac’s best-in-class technology products and services help organizations do more with less in an increasingly competitive environment, amidst growing regulatory pressure, and in response to other business issues confronting the CFO. Further information is available at http://www.geac.com or through e-mail at info@geac.com.

 



 

###

 

This press release may contain forward-looking statements of Geac’s intentions, beliefs, expectations and predictions for the future.  These forward-looking statements often include use of the future tense with words such as “will,” “may,” “intends,” “anticipates,” “expects” and similar conditional or forward-looking words and phrases.  These forward-looking statements are neither promises nor guarantees.  They are only predictions that are subject to risks and uncertainties, and they may differ materially from actual future events or results.  Geac undertakes no obligation to update or revise the information contained herein.  Important factors that could cause a material difference between these forward-looking statements and actual events include, among other things: our ability to increase revenues from new license sales, cross-sell into our existing customer base and reduce customer attrition; whether we can identify and acquire synergistic businesses and, if so, whether we can successfully integrate them into our existing operations; whether we are able to deliver products and services within required time frames and budgets to meet increasingly competitive customer demands and performance guaranties; risks inherent in fluctuating international currency exchange rates in light of our global operations and the unpredictable effect of geopolitical world and local events; whether we are successful in our continued efforts to manage expenses effectively and maintain profitability; our ability to achieve revenue from products and services that are under development; the uncertain effect of the competitive environment in which we operate and resulting pricing pressures; and whether the anticipated effects and results of our new product offerings and successful product implementation will be realized.  These and other potential risks and uncertainties that relate to Geac’s business and operations are summarized in more detail from time to time in our filings with the United States Securities and Exchange Commission and with the Canadian Securities Administrators.  Please refer to Geac’s most recent quarterly reports available through the website maintained by the SEC at www.sec.gov and through the website maintained by the Canadian Securities Administrators and the Canadian Depository for Securities Limited at www.sedar.com for more information on risk factors that could cause actual results to differ. Geac is a registered trademark of Geac Computer Corporation Limited. All other marks are trademarks of their respective owners.

 

 

Investor and Media Contact:

Alys Scott

Geac

508.871.5854

alys.scott@geac.com

 


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