-----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, LhRHTp7OrUfAv4gRuHvb04JOnZzd4TNWXbV+cIuap5e7DAaiOsDE1un3yTIW3ahM l58+Aq1yUkXmGooMtEobjw== 0000928385-99-002975.txt : 20000211 0000928385-99-002975.hdr.sgml : 20000211 ACCESSION NUMBER: 0000928385-99-002975 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990930 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990930 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAGA SYSTEMS INC /DE/ CENTRAL INDEX KEY: 0000352683 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 541167173 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13609 FILM NUMBER: 99720926 BUSINESS ADDRESS: STREET 1: 11190 SUNRISE VALLEY DR CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 7033916757 MAIL ADDRESS: STREET 1: 11190 SUNRISE VALLEY DR CITY: RESTON STATE: VA ZIP: 20190 FORMER COMPANY: FORMER CONFORMED NAME: SOFTWARE AG SYSTEMS INC DATE OF NAME CHANGE: 19970916 8-K 1 FORM 8-K 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) September 30, 1999 SAGA SYSTEMS, Inc. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 001-13609 54-1167173 - ---------------------------- -------------- ---------------------- (State or other Jurisdiction (SEC File No.) (IRS Employer of incorporation) Identification Number) 11190 Sunrise Valley Drive, Reston, Virginia 20191 - -------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 391-6757 -------------- Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last Report) SAGA SYSTEMS, Inc. INFORMATION TO BE INCLUDED IN REPORT ------------------------------------ Item 5. Other Events - --------------------- SAGA SYSTEMS, Inc. (the "Company") announced on September 29, 1999 that it will extend its open market stock repurchase program for an indefinite period and will seek to repurchase up to an additional two million shares of the Company's common stock. The press release issued September 29, 1999 is attached hereto as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - --------------------------------------------------------------------------- (c) Exhibits -------- Exhibit 99.1 Press release dated September 29, 1999 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. SAGA SYSTEMS, INC. Date: September 30, 1999 By: /s/ Katherine E. Butler ----------------------- Katherine E. Butler Vice President, General Counsel and Secretary EX-99.1 2 PRESS RELEASE DATED SEPTEMBER 29, 1999 Exhibit 99.1 FOR IMMEDIATE RELEASE - --------------------- Contact: Steve Ellis Director, Corporate Communications SAGA SOFTWARE, Inc. 703-391-8295 steve.ellis@sagasoftware.com ---------------------------- Dawn Orr Vice President & Controller SAGA SOFTWARE, Inc. 703-391-6589 ags@sagasoftware.com SAGA SYSTEMS, INC. ANNOUNCES EXTENSION OF STOCK REPURCHASE RESTON, VA, September 29, 1999--SAGA SYSTEMS (NYSE:AGS), the parent company of SAGA SOFTWARE, Inc., (SAGA(TM)) announced that it will extend its open-market stock repurchase program for an indefinite period and will seek to re-purchase up to an additional two million shares of the company's common stock. SAGA SYSTEMS has purchased approximately 1.8 million shares of common stock under its open market repurchase program, which commenced on June 14, 1999. According to SAGA President and CEO Dan Gillis, "We believe that the stock repurchase program represents an excellent investment in the future of the Company." AGS closed Wednesday at $13 3/4 with volume of 457,100. - more - ABOUT SAGA SYSTEMS, INC. Based in Reston, Virginia, SAGA SYSTEMS, Inc., (NYSE:AGS) is the parent company of SAGA SOFTWARE, Inc. (SAGA). SAGA provides enterprise system software and a full suite of enterprise integration solutions that support billions of mainframe transactions daily for some of the world's largest organizations. SAGA's suite of mission critical products and associated professional services take customers from the heart of the enterprise to the desktop, freeing their information and leveraging their IT investment. SAGA Affiliates are located worldwide in Asia-Pacific, Eastern and Western Europe, Japan, Latin America, the Middle East and South America. For further information, please visit the company's Web site at http://www.sagasoftware.com. ---------------------------- #### All product or company names mentioned are used for identification purposes only, and may be trademarks, trade names or service marks of their respective owners. Safe Harbor Provision for Forward-Looking Statements: The statements contained in this release include forward-looking statements subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995 including forward-looking statements concerning product availability and functionality and the ability of the company to integrate recently acquired technology into in-development product offerings. These forward-looking statements are based on the company's current knowledge, beliefs, expectations and specific assumptions with respect to future business decisions. Accordingly, the statements are subject to significant risks, contingencies and uncertainties that could cause actual operating results, performance or business prospects to differ materially from those expressed in, or implied by, these statements. These risks, contingencies and uncertainties include, but are not limited to, significant quarterly and other fluctuations in revenues and results of operations; reliance on acquisitions and the timely development, production, marketing and delivery of new products and services; increased demand for year 2000 products and services; risks associated with conducting a professional services business; reliance on the mainframe computing environment and demand for the company's products; changes in the company's product and service mix and product and service pricing; interoperability of the company's products with leading software application products; risks of protecting intellectual property rights and litigation; dependence on third- party technology; risks associated with international sales, distributors and operations; dependence on government contracts; control of the company by affiliates; the company's ability to implement its acquisition strategy, successfully integrate any acquired products, services and businesses, adjust to changes in technology, customer preferences, enhanced competition and new competitors in software and professional services markets, maintain and enhance its relationships with vendors, and attract and retain key employees; general economic and business conditions; and other risks detailed from time to time in the company's Securities and Exchange Commission reports, including, but not limited to, the company's Registration Statement filed on Form S-1. Neither SAGA nor its parent company, SAGA SYSTEMS, Inc. (collectively, the "company") is obligated to update the information contained in this release. -----END PRIVACY-ENHANCED MESSAGE-----