-----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, IWYZtnI7hnrsLvRZIdhnTMO0Jl6AkKDfO2UKEjEYpaz6pyQfDuZjUiMii35v+aDh grxDzfn5IZ+hCO3R1hex1w== 0000023082-06-000162.txt : 20061226 0000023082-06-000162.hdr.sgml : 20061225 20061222174913 ACCESSION NUMBER: 0000023082-06-000162 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061221 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061226 DATE AS OF CHANGE: 20061222 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: 0330 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04850 FILM NUMBER: 061297930 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 csc_8-k122206.htm COMPLETED CONSENT SOLICITATION CSC FORM 8-K, December 22, 2006

UNITED STATES

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) December 21, 2006

 

 

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

90245

El Segundo, California

(Zip Code)

(Address of Principal Executive Offices)

 

 

 

Registrant's telephone number, including area code (310) 615-0311

 

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

     [  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

     [  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

     [  ]  Pre-commencement communications pursuant to Rule 14d-(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

     [  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 

 

Item 7.01.

Regulation FD Disclosure.

 

On December 21, 2006, the Registrant announced in the press release, attached hereto as Exhibit 99.1, that it successfully completed its previously announced consent solicitation from the holders of record as of December 11, 2006, of the $200 million aggregate outstanding principal amount of its 6 1/4% Notes due March 15, 2009 (the "Notes"), issued under the Indenture (the "Indenture"), dated as of March 8, 1999, among the Registrant, as issuer, and Citibank, N.A., a national banking association, as Trustee. The Registrant was requesting a one-time waiver (the "Waiver") of any default or event of default that has arisen or may arise under the Indenture by virtue of the Registrant's failure to file with the Securities and Exchange Commission (the "SEC"), and furnish to the Trustee and holders of the Notes, certain reports required to be so filed and furnished by the Registrant under the Indenture.

 

Approval of the Waiver effectively extends the existing 30-day cure period in the Indenture by 60 days with respect to the reporting requirements in the Indenture, which is consistent with the cure period for the analogous reporting requirements under the indentures that govern the Registrant's three other outstanding series of notes and similar to the cure period provided in the waiver of default granted on November 17, 2006 by the Registrant's lenders under its $1 billion credit agreement for failure to comply with the reporting covenant in the credit agreement.

 

Each holder of record as of December 11, 2006, who validly delivered a consent and did not revoke such consent, will receive a payment of $1.25 for each $1,000 principal amount of Notes to which such consent related. If the Registrant has not filed its Quarterly Report on Form 10-Q for the fiscal quarter ended September 29, 2006 with the SEC on or before 5:30 p.m., New York City time, on January 5, 2007, the Registrant will pay on the following business day, or as promptly as practicable thereafter, to each holder of record as of December 11, 2006, who validly delivered a consent and did not revoke such consent, an additional $1.25 for each $1,000 in principal amount of Notes.

 

 

Item 9.01.     Financial Statements and Exhibits

 

99.1    Press release dated December 21, 2006 regarding Completion of the Registrant's Consent Solicitation

 

 

 

 


 

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: December 22, 2006

  By /s/ Donald G. DeBuck                         

 

      Donald G. DeBuck

 

      Vice President and Controller

 

 

 

 

2


 

 

EXHIBIT INDEX

 

 

Exhibit

 

99.1     Press release dated December 21, 2006 regarding Completion of the Registrant's Consent Solicitation

 

3

EX-99 2 exhibit99_122206.htm PRESS RELEASE Press Release, December 21, 2006

EXHIBIT 99.1

 

 

 

Contact:

Mike Dickerson

FOR IMMEDIATE RELEASE

 

Director, Media Relations

Moved On PR Newswire

 

Corporate

Date:  December 21, 2006

 

310.615.1647

 

 

mdickers@csc.com

 

 

 

 

 

Bill Lackey

 

 

Director, Investor Relations

 

 

Corporate

 

 

310.615.1700

 

 

blackey3@csc.com

 

 

 

 

Csc Announces Successful Completion of Consent Solicitation for 6 1/4% Notes Due 2009

 

 

          EL SEGUNDO, Calif., Dec. 21 - Computer Sciences Corporation (NYSE: CSC) announced that it successfully completed its previously announced consent solicitation from the holders of record as of Dec. 11, 2006, of the $200 million aggregate outstanding principal amount of its 6 1/4% Notes due March 15, 2009 (CUSIP No. 205363AB0), issued under the Indenture, dated as of March 8, 1999, among CSC, as issuer, and Citibank, N.A., a national banking association, as trustee. CSC was requesting a one-time waiver of any default or event of default that has arisen or may arise by virtue of CSC's failure to file with the Securities and Exchange Commission and furnish to the Trustee and holders of the Notes, certain reports required to be so filed and furnished by CSC pursuant to the terms of the Indenture.

 

          Approval of the Waiver effectively extends the existing 30-day cure period in the Indenture by 60 days with respect to the reporting requirements in the Indenture, which is consistent with the cure period for the reporting requirements under the indentures that govern CSC's three other outstanding series of notes and similar to the cure period provided in the waiver of default granted on November 17, 2006, by CSC's lenders under its $1 billion credit agreement for failure to comply with the reporting covenant in the Credit Agreement.

 

 

- more -

 


 

 

Computer Sciences Corporation - Page 2

December 21, 2006

 

 

          Each holder of record on Dec. 11, 2006, who validly delivered their consent, and did not revoke such consent, will receive a payment of $1.25 for each $1,000 principal amount of Notes to which such consent related. If CSC has not filed its 2007 Second Quarter Report with the SEC on or before 5:30 p.m., New York City time, on January 5, 2007, CSC will pay on the following business day, or as promptly as practicable thereafter, to each holder of record on Dec. 11, 2006, who validly delivered their consent, and did not revoke such consent, an additional $1.25 for each $1,000 in principal amount of Notes.

 

          Merrill Lynch & Co. acted as Solicitation Agent for the consent solicitation. Global Bondholder Services acted as the Tabulation/Information Agent.

 

          This announcement is for informational purposes only and is not an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to any securities.

 

 

About Computer Sciences Corporation

 

          Computer Sciences Corporation is a leading global information technology (IT) services company. CSC's mission is to provide customers in industry and government with solutions crafted to meet their specific challenges and enable them to profit from the advanced use of technology.

 

          With approximately 78,000 employees, CSC provides innovative solutions for customers around the world by applying leading technologies and CSC's own advanced capabilities. These include systems design and integration; IT and business process outsourcing; applications software development; Web and application hosting; and management consulting. Headquartered in El Segundo, Calif., CSC reported revenue of $14.6 billion for the 12 months ended Sept. 29, 2006. For more information, visit the company's Web site at www.csc.com.

 

 

- more -

 


 

 

Computer Sciences Corporation - Page 3

December 21, 2006

 

 

All statements in this press release that do not directly and exclusively relate to historical facts constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent CSC's intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, many of which are outside CSC's control. These factors could cause actual results to differ materially from such forward-looking statements. For a written description of these factors, see the section titled "Risk Factors" in CSC's Form 10-K for the fiscal year ended March 31, 2006. CSC disclaims any intention or obligation to update these forward-looking statements whether as a result of subsequent events or otherwise except as required by law.

 

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