-----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, GeUqs/wz30+ttN2/6rmm17QGG2PRUzWkJgqvpt69vhbDcO+7HSe8BLTDK5a8iBim lHJO7/1koVBz9U6qsAlYYA== 0000758004-06-000023.txt : 20060404 0000758004-06-000023.hdr.sgml : 20060404 20060404161656 ACCESSION NUMBER: 0000758004-06-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060403 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060404 DATE AS OF CHANGE: 20060404 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOVELL INC CENTRAL INDEX KEY: 0000758004 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 870393339 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13351 FILM NUMBER: 06738288 BUSINESS ADDRESS: STREET 1: 1800 SOUTH NOVELL PLACE CITY: PROVO STATE: UT ZIP: 84606 BUSINESS PHONE: 8018617000 MAIL ADDRESS: STREET 1: 1800 SOUTH NOVELL PLACE CITY: PROVO STATE: UT ZIP: 84606 8-K 1 novl-8k_040406.htm NOVELL, INC. - AMENDED SHARE REPURCHASE PROGRAM 8-K Amended Stock Repurchase Program

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 and Exchange Act of 1934

April 4, 2006
Date of Report
(Date of earliest event reported)

NOVELL, INC.
(Exact name of registrant as specified in its charter)



Delaware
(State or other jurisdiction
of incorporation or organization)
0-13351
(Commission File
Number)
87-0393339
(IRS Employer
Identification Number)


404 Wyman Street, Suite 500
Waltham, MA 02451
(Address of principal executive offices and zip code)


(781) 464-8000
(Registrant’s telephone number, including area code)


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.

 

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

 

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

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

(17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

(17 CFR 240.13e-4(c))

 


Item 8.01 Other Events.

On April 4, 2006, Novell, Inc. issued a press release announcing that its board of directors has amended its share repurchase program, previously announced in September 2005, to increase the amount of Novell common stock that may be repurchased under the program from $200 million to $400 million through April 3, 2007. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(c)  Exhibits

Exhibit Number Description
99.1 Press Release dated April 4, 2006.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Novell, Inc.
(Registrant)

Date: April 4, 2006

By /s/ Joseph S. Tibbetts, Jr.

Senior Vice President
Chief Financial Officer and
Principal Accounting Officer

EXHIBIT INDEX

The following exhibit is filed as part of this current report on Form 8-K.

Exhibit Number Description
Exhibit 99.1 Press Release of Novell, Inc. dated April 4, 2006

EX-99 2 exhibit99_q206stock.htm NOVELL, INC. - PRESS RELEASE STOCK RE-PURCHASE

Exhibit 99.1

FOR IMMEDIATE RELEASE
April 4, 2006

Novell Expands Stock Buyback


WALTHAM, Mass. – April 4, 2006 — Novell, Inc. (NASDAQ:NOVL) today announced that its board of directors has amended its share repurchase program, previously announced in September 2005, to increase the amount of Novell common stock that may be repurchased under the program from $200 million to $400 million through April 3, 2007.

In a Form 8-K filed by Novell on April 3, 2006, Novell announced that it lifted its previously announced self-imposed trading blackout on March 13, 2006, and commenced the repurchase of shares under the share repurchase program. Additional repurchases may be made from time to time on the open market at the discretion of management based on management's evaluation of market conditions and other factors. Novell currently has in place a Rule 10b5-1 plan, which may be amended to reflect the increased authorization, that enables shares to be purchased for Novell's account during periods where Novell might otherwise be precluded from effecting such purchases by insider trading laws. The repurchase program may be suspended or discontinued at any time.

Forward-Looking Statement

This press release includes statements that are not historical in nature and that may be characterized as "forward-looking statements," including those related to share repurchases and factors to be utilized by management in determining whether to effect share repurchases. You should be aware that Novell's actual results and activities could differ materially from those contained in the forward-looking statements, which are based on current expectations of Novell management and are subject to a number of risks and uncertainties, including, but not limited to, Novell's capital requirements, unanticipated business and regulatory developments, and the other factors described in Novell's Annual Report on Form 10-K for the fiscal year ended Oct. 31, 2005. Novell disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.

About Novell

Novell, Inc. (Nasdaq: NOVL) delivers Software for the Open Enterprise™. With more than 50,000 customers in 43 countries, Novell helps customers manage, simplify, secure and integrate their technology environments by leveraging best-of-breed, open standards-based software. With over 20 years of experience, more than 5,000 employees, 5,000 partners and support centers around the world, Novell helps customers gain control over their IT operating environment while reducing cost. More information about Novell can be found at http://www.novell.com.

_________________

Novell is a registered trademark, and Software for the Open Enterprise is a trademark of Novell, Inc. in the United States and other countries. All other third-party trademarks are the property of their respective owners.

Press Contact:

Bruce Lowry
Novell
415-383-8408
blowry@novell.com

Investor Relations Contact:

Bill Smith
Novell
800-317-3195
wsmith@novell.com

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