8-K 1 d8k.htm FORM 8-K Form 8-K

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: March 1, 2005

 


 

Science Applications International Corporation

(Exact Name of Registrant as Specified in its Charter)

 


 

Delaware

(State or Other Jurisdiction of Incorporation)

 

0-12771   95-3630868
(Commission File Number)   (I.R.S. Employer Identification No.)

 

10260 Campus Point Drive, San Diego, CA 92121

(Address of Principal Executive Offices) (Zip Code)

 

(858) 826-6000

(Registrant’s Telephone Number, Including Area Code)

 


 

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:

 

¨ 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-2(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))

 



FORM 8-K

 

EXPLANATORY NOTE

 

As previously reported, on November 17, 2004, Science Applications International Corporation entered into a definitive stock purchase agreement to sell its subsidiary, Telcordia Technologies, Inc., to an affiliate of Warburg Pincus LLC and Providence Equity Partners Inc. Filed herewith is pro forma financial information reflecting the probable sale of Telcordia, which is expected to close in the first quarter of fiscal 2006.

 

Item 9.01 Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit
Number


 

Description


99.1   Pro forma financial information

 

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SIGNATURE

 

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 hereunto duly authorized.

 

(Registrant)   SCIENCE APPLICATIONS
    INTERNATIONAL CORPORATION
Date: March 1, 2005   By:  

/s/ Douglas E. Scott


        Douglas E. Scott
    Its:   Senior Vice President
        General Counsel and Secretary

 

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