-----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, BP2aDAdDvTxWwiDJHWJxNNUOHZYcN25cqxB+vZ/bVWxB+b6RUR53EwbW9SEP2Eap PTp3cGo2qxZjwcavgKxG0A== 0000023082-96-000027.txt : 19960814 0000023082-96-000027.hdr.sgml : 19960814 ACCESSION NUMBER: 0000023082-96-000027 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960801 ITEM INFORMATION: Other events FILED AS OF DATE: 19960813 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMPUTER SCIENCES CORP CENTRAL INDEX KEY: 0000023082 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 952043126 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04850 FILM NUMBER: 96611030 BUSINESS ADDRESS: STREET 1: 2100 E GRAND AVE CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3106150311 MAIL ADDRESS: STREET 1: 2100 EAST GRAND AVE CITY: EL SEGUNDO STATE: CA ZIP: 90245 8-K 1 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) August 13, 1996 COMPUTER SCIENCES CORPORATION (Exact name of Registrant as specified in its charter) NEVADA 1-4850 95-2043126 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 2100 East Grand Avenue El Segundo, California 90245 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (310) 615-0311 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On August 1, 1996, the Registrant acquired The Continuum Company, Inc. ("Continuum") in a transaction that will be accounted for as a pooling of interests. On August 13, 1996, the Registrant released the following preliminary, unaudited condensed statements of income, without notes, of the Registrant, including Continuum on a pooled basis, for each of the quarters in the fiscal year ended March 29, 1996 and for the first quarter of fiscal year 1997: COMPUTER SCIENCES CORPORATION QUARTERLY CONDENSED STATEMENTS OF INCOME (unaudited) FOR THE FIVE QUARTERS ENDED JUNE 28, 1996 ($ in thousands except earnings per share)
June 30, Sept. 29, Dec. 29, Mar. 29, June 28, 1995 1995 1995 1996 1996 ---------- ---------- ---------- ---------- ---------- Revenues $1,082,963 $1,128,648 $1,236,674 $1,292,475 $1,303,892 ---------- ---------- ---------- ---------- ---------- Costs of services 849,844 881,811 957,152 1,007,182 1,037,208 Selling, general and administrative 108,997 112,131 129,330 117,130 116,453 Depreciation and amortization 60,105 63,454 69,471 79,027 71,607 Interest expense 9,352 9,284 9,956 9,333 8,314 Interest income (1,957) (932) (1,340) (1,553) (1,463) Non-recurring charges (a) 26,000 (b) 50,053 ---------- ---------- ---------- ---------- ---------- Total costs and expenses 1,026,341 1,065,748 1,190,569 1,261,172 1,232,119 ---------- ---------- ---------- ---------- ---------- Income before taxes 56,622 62,900 46,105 31,303 71,773 Taxes on income 20,681 23,331 26,384 17,103 26,496 ---------- ---------- ---------- ---------- ---------- Net income $ 35,941 $ 39,569 $ 19,721 $ 14,200 $ 45,277 ========== ========== ========== ========== ========== Average shares outstanding (c) 76,245 76,858 77,708 77,189 77,677 ---------- ---------- ---------- ---------- ---------- Earnings per common share $0.47 $0.51 $0.25 $0.18 $0.58 ========== ========== ========== ========== ==========
[FN] (a) In connection with Continuum's December 1995 acquisition of SOCS Holding, a Paris-based software and services company, $26.0 million of the purchase price was assigned to purchased research and development and was expensed. (b) During March 1996, Continuum acquired Hogan Systems, Inc. ("Hogan"), a software and consulting company serving financial institutions worldwide. As previously reported on Continuum's Annual Report on Form 10-K for the fiscal year ended March 31, 1996, Continuum charged $50.1 million ($35.7 million after tax benefits) to operations as restructuring costs in connection with the Hogan acquisition and the restructuring of its expanded business. (c) Earnings per common share are based on the sum of the historical average common shares outstanding (including common stock equivalent shares), as reported by CSC, and the historical average common shares outstanding for Continuum (adjusted to reflect common stock equivalents) converted to CSC shares at the exchange ratio of 0.79. 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 thereto duly authorized. COMPUTER SCIENCES CORPORATION Dated: August 13, 1996 By: /s/Denis M. Crane _____________________________ Denis M. Crane Vice President
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