-----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, GFNYuk+n/qoNJjCMUYqX6iXuVE7u1uZEOJT8b5w3qwfajhU791/4wDu7WqK26d9O k70jQgfhYp4X3BExmzunBg== /in/edgar/work/20000621/0000950152-00-004807/0000950152-00-004807.txt : 20000920 0000950152-00-004807.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950152-00-004807 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000620 ITEM INFORMATION: FILED AS OF DATE: 20000621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS & REYNOLDS CO CENTRAL INDEX KEY: 0000083588 STANDARD INDUSTRIAL CLASSIFICATION: [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: 658522 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 0001.txt THE REYNOLDS & REYNOLDS COMPANY 8-K 1 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: June 20, 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.) THE REYNOLDS AND REYNOLDS COMPANY 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: June 21, 2000 EXHIBITS 99 Press Release dated June 20, 2000 EX-99 2 0002.txt EXHIBIT 99 1 EXHIBIT 99 TUESDAY, JUNE 20, 8:04 A.M. EASTERN TIME REYNOLDS AND REYNOLDS SELLS ITS INFORMATION SOLUTIONS GROUP TO THE CARLYLE GROUP FOR $360 MILLION REYNOLDS BOARD INCREASES SHARE REPURCHASE AUTHORIZATION BY 5 MILLION SHARES DAYTON, OHIO, JUNE 20, 2000 -- The Reynolds and Reynolds Company (NYSE:REY) announced today that it has reached a definitive agreement to sell its Information Solutions Group (ISG), the company's document outsourcing and customer relationship management business, to The Carlyle Group for $360 million cash. ISG's current 12-month revenue run rate is about $800 million. The company intends to close the transaction, subject to regulatory approval, during its fourth fiscal quarter which ends September 30. Rodney Hedeen, president of ISG, will become chief executive officer of the new company. The name of the business will be revealed when the transaction closes. "ISG has built a very strong business which we expect to continue to grow aggressively in the years ahead. We see no significant changes in the workforce and intend to keep the company headquarters in the Dayton region," Hedeen said. "Our management team is very excited to enter this partnership with Carlyle. We will continue to drive our business strategy of innovative products and services, superior customer satisfaction, and operational excellence. We are clearly on a mission to grow the business and extend our market leadership." David R. Holmes, Reynolds chairman and CEO, said, "We're very proud of the ISG team. They've created a business with solid revenue growth and profitability, and the industry's highest customer satisfaction level and return on net assets. Now, with a clear focus on value-added document management and marketing solutions, we believe the future looks even brighter for ISG. We're very happy that Carlyle plans to retain the management team, the ISG associates and headquarters in the Dayton area. This is a great day for our ISG associates, the community and the 'new Reynolds' which is now focused exclusively on leading the transformation of automotive retailing." Reynolds will use the proceeds from the sale to fund its growth initiatives and share repurchase programs, as well as for general corporate purposes. At a meeting yesterday, Reynolds' board of directors approved increasing the company's share repurchase authorization by 5 million shares, from 1.7 million to 6.7 million shares. The Carlyle Group, founded in 1987, is a Washington D.C.-based global, private equity firm that organizes, structures and acts as lead equity investor in management-led buyouts, private placements and venture capital transactions. Carlyle has more than $10 billion of capital under management. For more information, visit Carlyle's Web site at http://www.thecarlylegroup.com. 2 Reynolds and Reynolds, headquartered in Dayton, Ohio, provides advanced solutions for the worldwide automotive retailing marketplace. The company reported revenues of $1.56 billion in fiscal year ended Sept. 30, 1999. For more information on Reynolds and Reynolds, visit http://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 that are difficult to predict. Actual outcomes and results may differ materially from what is expressed, forcasted 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. # # # CONTACTS: MEDIA INVESTORS - ----- --------- Reynolds and Reynolds Reynolds and Reynolds Paul Guthrie Mitch Haws 937.485.4216 937.485.4460 paul_guthrie@reyrey.com mitch_haws@reyrey.com ISG - --- Sharon Williamson 937.485.8304 sharon_williamson@reyrey.com -----END PRIVACY-ENHANCED MESSAGE-----