-----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, RwmigTdmFPzU8NE31qQvy2Ju9I3UWnTr/06JebHGpceWYiwXjaavUyqZBuUMNr+s AVofLoFbIHfK2ZXeRKtTbQ== 0001299933-05-006604.txt : 20051215 0001299933-05-006604.hdr.sgml : 20051215 20051215162317 ACCESSION NUMBER: 0001299933-05-006604 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051215 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051215 DATE AS OF CHANGE: 20051215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS & REYNOLDS CO CENTRAL INDEX KEY: 0000083588 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 310421120 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10147 FILM NUMBER: 051266888 BUSINESS ADDRESS: STREET 1: ONE REYNOLDS WAY CITY: DAYTON STATE: OH ZIP: 45430 BUSINESS PHONE: 9374852000 MAIL ADDRESS: STREET 1: P.O. BOX 2608 CITY: DAYTON STATE: OH ZIP: 45401 8-K 1 htm_8964.htm LIVE FILING The Reynolds and Reynolds Company (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 (Date of Earliest Event Reported):   December 15, 2005

The Reynolds and Reynolds Company
__________________________________________
(Exact name of registrant as specified in its charter)

     
Ohio 1-10147 31-0421120
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
One Reynolds Way, Dayton, Ohio   45430
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   937-485-2000

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:

[  ]  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))


Item 1.01 Entry into a Material Definitive Agreement.

The Reynolds and Reynolds Company ("Reynolds") and General Motors Corporation ("GM") entered into a Service Contract as of December 15, 2005 to be effective January 1, 2006 (the "Service Contract") for the provision of Reynolds ERA dealer management system in a centralized environment (i.e., hosted) and certain other Reynolds products and services, including, but not limited to, desking and development services (collectively, all such products and services shall be referred to as the "IDMS system"), to all Saturn dealers in the United States. Reynolds provides other products and services to GM through previously entered into service contracts and also licenses certain data from GM; however, such contractual relationships are not material to Reynolds.

The initial term of the Service Contract is seven (7) years with two one year renewals possible. In addition to representations, warranties, termination, service levels and other provisions consistent with agreements of this type, GM has the right to t erminate for its convenience the Service Contract in whole upon one hundred eighty (180) days prior written notice to Reynolds upon payment of certain defined charges, which may be substantial depending upon the timing of the termination. Implementation of the centralized IDMS system to Saturn dealers in the U.S. is not anticipated to begin until the middle of 2007.

See also the press release of The Reynolds and Reynolds Company, dated December 15, 2005, attached hereto and incorporated by reference herein.





Item 9.01 Financial Statements and Exhibits.

Exhibts

99.1 Press release of The Reynolds and Reynolds Company, dated December 15, 2005, attached hereto and incorporated by reference herein.






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 hereunto duly authorized.

         
    The Reynolds and Reynolds Company
          
December 15, 2005   By:   Robert S. Guttman
       
        Name: Robert S. Guttman
        Title: Vice President, General Counsel and Secretary


Exhibit Index


     
Exhibit No.   Description

 
99.1
  General Motors Selects Reynolds and Reynolds To Provide Integrated Dealer Management System to All U.S. Saturn Retailers
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

NEWS

General Motors Selects Reynolds and Reynolds To Provide Integrated Dealer Management System to
All U.S. Saturn Retailers

DAYTON, Ohio, December 15, 2005 – The Reynolds and Reynolds Company (NYSE: REY) today announced that it has been selected by General Motors Corporation to supply an Integrated Dealer Management System (IDMS) to all Saturn retailers in the U.S.

As part of a multi-year agreement, Reynolds will convert GM’s approximately 440 Saturn retailers to the IDMS. Reynolds anticipates that implementation will begin in August 2007. The conversion process is expected to be complete by May 2008.

The system is designed around the retailing, communication and CRM needs of Saturn retailers. It is delivered in a fully managed, secure ASP format and is designed to reduce retailers’ technology management requirements while helping to streamline operations and improve productivity and customer satisfaction. Based on Reynolds’ leading ERA® XT system, it offers retail, CRM and communication capabilities to help GM and its Saturn retailers maximize business opportunities and customer retention.

Fin O’Neill, Reynolds president and CEO, said, “We are committed to providing GM with a flexible, robust and integrated environment that meets the specific needs of its Saturn retail network. The IDMS will help Saturn retailers maximize customer satisfaction and retention, and improve employee productivity. As a result, dealers will be able to focus more on selling cars, taking care of customers and improving profitability.”

Other benefits of the IDMS include:

     
-
- -
- -
  Implementation of standard solutions and processes across the Saturn retail network to drive same-store sales while
increasing customer satisfaction, loyalty and employee efficiency
Flexible training solutions to boost system utilization and employee productivity
High levels of systems integration and consolidation to lower costs and improve productivity

“Our solution addresses these business imperatives with people, process and technology solutions that will be delivered with excellence and on timelines that keep pace with Saturn retailer requirements,” O’Neill said.

About Reynolds
Reynolds and Reynolds (www.reyrey.com) helps automobile dealers sell cars and take care of customers. Serving dealers since 1927, it is the leading provider of dealer management systems in the U.S. and Canada. The company’s award-winning product, service and training solutions include a full range of retail Web and Customer Relationship Management solutions, e-learning and consulting services, documents, data management and integration, networking and support and leasing services. Seventy of the Ward’s Dealer Business e-Dealer 100 leaders rely on Reynolds Web Solutions to manage their presence on the Internet. Reynolds serves automotive retailers and OEMs globally through its incadea solution and a worldwide partner network, as well as through its consulting practice.

Cautionary Notice Regarding Forward-Looking Statements
Certain statements contained herein 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 by the company may be identified by the use of words such as “expects,” “intends,” “plans,” “anticipates,” “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 , including changes in accounting policy or restatements of annual or quarterly financial statements as a result of the revenue recognition policy review, or as a result of the company’s responses to accounting comments from the SEC Staff; the timing and substance of the company’s resolution the company’s revenue recognition policy review and of outstanding SEC comments which changes, individually or in the aggregate, may be material to the company’s results of operations; whether a restatement will be required for any matter other than revenue recognition or auction rate securities; the nature, timing and amount of any restatement or other adjustments; the company’s ability to make timely filings of its required periodic reports under the Securities Exchange Act of 1934; the effect of any restatement or delay upon funding availability under the company’s credit facilities or upon outstanding debt obligations; the company’s ability to secure necessary waivers from lenders for the delay in filing its Form 10-K; the company’s ability to maintain adequate cash balances for operating and for debt defeasance; the response of customers to the delay in filing one or more periodic reports; the effect of delaying the filing of one or more periodic reports of the common stock on the New York Stock Exchange; any adverse response of any of the company’s vendors, customers, media and others relating to the delay or restatement of the company’s financial statements and accounting processes, policies and procedures, and additional uncertainties related to accounting issues. Actual outcomes and results may differ materially from what is expressed, forecasted or implied in any forward-looking statement. The company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. 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 November 3, 2004, which is incorporated herein by reference.

# # #

Contacts:

     
Media:
 
Mark Feighery
937.485.8107
mark_feighery@reyrey.com
  Michelle Zendah
937.485.8499
michelle_zendah@reyrey.com
 
   

Investors:

John Shave

937.485.1633

john_shave@reyrey.com

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