-----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, AmxGhT0B2HfT19vB+7wDb7pSLi2q/+Smo1TvEvsyVFWoyhc5JPgbNlOdyOJIGb53 96haZUDQtQ69OKIXhKr3AA== 0000950152-00-002780.txt : 20000411 0000950152-00-002780.hdr.sgml : 20000411 ACCESSION NUMBER: 0000950152-00-002780 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000410 ITEM INFORMATION: FILED AS OF DATE: 20000410 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS & REYNOLDS CO CENTRAL INDEX KEY: 0000083588 STANDARD INDUSTRIAL CLASSIFICATION: MANIFOLD BUSINESS FORMS [2761] IRS NUMBER: 310421120 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10147 FILM NUMBER: 597606 BUSINESS ADDRESS: STREET 1: 115 S LUDLOW ST CITY: DAYTON STATE: OH ZIP: 45402 BUSINESS PHONE: 9374852000 MAIL ADDRESS: STREET 1: P.O. BOX 2608 CITY: DAYTON STATE: OH ZIP: 45401 8-K 1 REYNOLDS & REYNOLDS 8-K 1 As filed with the Securities and Exchange Commission on April 10, 2000 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 Date of Report: April 10, 2000 (Date of earliest event reported) THE REYNOLDS AND REYNOLDS COMPANY (Exact name of registrant as specified in the charter) Ohio 1-10147 31-0421120 (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 115 South Ludlow Street Dayton, Ohio 45402 (Address of Principal Executive Offices) (937) 485-2000 (Registrant's telephone number including area code) n/a (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS Pursuant to Form 8-K General Instruction F, the Registrant hereby incorporates by reference the press release attached hereto as Exhibit 99. 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. THE REYNOLDS AND REYNOLDS COMPANY /s/ Adam M. Lutynski Adam M. Lutynski, General Counsel and Secretary Dated: April 10, 2000 EXHIBITS 99 Press Release dated April 10, 2000 EX-99 2 EXHIBIT 99 1 EXHIBIT 99 REYNOLDS AND REYNOLDS TO SELL OR SPIN OFF ITS DOCUMENT SERVICES BUSINESS COMPANY TO FOCUS ON GROWING $800 MILLION AUTOMOTIVE SOLUTIONS BUSINESS Live webcast of 9:00 a.m.EST conference call available through http://www.streetfusion.com. Audio conference call replay number (402)998-0107 DAYTON, Ohio, April 10, 2000 -- The Reynolds and Reynolds Company (NYSE: REY) announced today that it has engaged the services of Credit Suisse First Boston to sell or spin off its Information Solutions Group (ISG), the company's document services business. ISG reported revenues of over $730 million in fiscal 1999. The company intends to complete a transaction within the next three to six months. "Reynolds has built two great businesses, ISG and our automotive solutions business, with two very different missions," said David R. Holmes, chairman and CEO. "We believe pursuing strategic and clarified strategies will allow both businesses to more aggressively leverage their strong positions and market presence." The Information Solutions Group is achieving double-digit growth and strong profitability with the industry's highest customer satisfaction and return on net assets. The business has been consistently strengthened through acquisitions and aggressive actions to evolve from a business forms manufacturer to a document services and eCRM business. "At the same time, we've built a powerful franchise with our automotive solutions business, where we are transforming automotive retailing with a rapidly growing suite of information management, customer relationship management and e-business solutions. We'll continue to expand our leadership position in automotive retailing through acquisitions, joint ventures and alliances," Holmes said. "Selling ISG to a strategic buyer, a financial buyer, or spinning it off, will allow the business to respond even more aggressively to the opportunities associated with its $40 billion marketplace. It will also provide a clearer focus for customers and investors. "With the sale or spin off, we'll have a laser-sharp focus on unleashing the value we plan to create in the automotive retailing value net. We're reinventing this company to act more quickly and accelerate our speed to market, with emphasis on growth and innovation. The automotive marketplace is one of the largest and most complex in the world, and is poised for a major transformation. It is Reynolds' 2 intent to be the leader in this change, helping retailers master the Internet to become more sophisticated enterprises in the years ahead," Holmes said. The company cautioned that any transaction remains subject to board and regulatory approval and that assurances as to the occurrence, timing or details of any transaction, or the impact on the company could not be given at the present time. Reynolds and Reynolds, headquartered in Dayton, Ohio, is a leading provider of integrated information management systems and related value-added services to automotive and general business markets. The company reported revenues of $1.56 billion for the fiscal year ended Sept. 30, 1999. For more information on Reynolds and Reynolds, visit www.reyrey.com or call The Reynolds and Reynolds Information Hotline at 1-888-4REYREY. Certain statements in this news release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on current expectations, estimates, forecasts and projections of future company or industry performance based on management's judgment, beliefs, current trends and market conditions. Forward-looking statements made or to be made by or on behalf of the company may be identified by the use of words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and similar expressions. Forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions which are difficult to predict. Actual outcomes and results may differ materially from what is expressed, forecasted or implied in the forward-looking statements. See also the discussion of factors that may affect future results contained in the company's Current Report on Form 8-K filed with the SEC on February 9, 2000, which we incorporate herein by reference. The company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. ### CONTACT: MEDIA INVESTORS Paul Guthrie Mitch Haws 937.485.4216 937.485.4460 paul_guthrie@reyrey.com mitch_haws@reyrey.com -----END PRIVACY-ENHANCED MESSAGE-----