-----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, Jaci9YnnnO7zgcGiB826/qWOZS3dLKpAy9dEpnlc3hyjI498UqTHnPuvanUhChGM yIDJ4sCWMDQxJp/xNFkS5w== 0000927016-99-001101.txt : 19990325 0000927016-99-001101.hdr.sgml : 19990325 ACCESSION NUMBER: 0000927016-99-001101 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19990322 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITRIX SYSTEMS INC CENTRAL INDEX KEY: 0000877890 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 752275152 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-27084 FILM NUMBER: 99571794 BUSINESS ADDRESS: STREET 1: 6400 NW 6TH WAY CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 BUSINESS PHONE: 9542673000 MAIL ADDRESS: STREET 1: CITRIX SYSTEMS INC STREET 2: 6400 NW 6TH WAY CITY: FL LAUDERDALE STATE: FL ZIP: 33309 8-K 1 FORM 8-K 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): March 22, 1999 Citrix Systems, Inc. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-27084 75-2275152 - ---------------------------- ------------- ----------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 6400 N.W. 6th Way Fort Lauderdale, Florida 33309 - --------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (954) 267-3000 -------------- -2- Item 5. Other Events. On March 22, 1999, Citrix Systems, Inc. ("Citrix") consummated the private placement of $850 million aggregate principal amount at maturity (plus, at the option of the initial purchaser, up to an additional $280 million principal amount at maturity) of its Zero Coupon Convertible Subordinated Debentures Due 2019 (the "Debentures") pursuant to Section 4(2) of the Securities Act of 1933 ---------- (the "Securities Act"). The Debentures have not been registered under the Securities Act. Accordingly, the Debentures may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from registration under the Securities Act. Citrix's press releases issued in connection with the sale of the Debentures are filed as Exhibits 99.1, 99.2 and 99.3 to this Report and are incorporated herein by this reference. -3- Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Business Acquired -- Not Applicable. ----------------------------------------- (b) Pro Forma Financial Information -- Not Applicable. ------------------------------- (c) Exhibits. -------- Exhibit No. Description - ----------- ----------- 99.1 Press release dated as of March 10, 1999. 99.2 Press release dated as of March 17, 1999. 99.2 Press release dated as of March 23, 1999. -4- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. CITRIX SYSTEMS, INC. Dated: March 24, 1999 By: /s/ James J. Felcyn, Jr. ------------------------ James J. Felcyn, Jr. Vice President - Finance and Administration, Chief Financial Officer -5- EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release dated as of March 10, 1999. 99.2 Press release dated as of March 17, 1999. 99.2 Press release dated as of March 23, 1999. EX-99.1 2 PRESS RELEASE DATED 3/10/99 Exhibit 99.1 For further information, contact: At Citrix: At the Financial Relations Board: Scott Davidson (954) 267-2388 Julie Creed (312) 640-6724 Citrix Systems Announces Offering of Convertible Subordinated Notes Fort Lauderdale, Florida - March 10, 1999 - Citrix Systems, Inc. (NASDAQ NMS: CTXS) today announced that it intends, subject to market and other conditions, to raise approximately $300 million ($400 million, if the option granted to the initial purchaser is exercised in full) through an offering of convertible subordinated notes to qualified institutional investors. The company stated that it intends to use the net proceeds of the offering for working capital and other general corporate purposes. This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities. Any offers of the securities will be made only by means of a private offering memorandum. The securities to be offered will not be registered under the Securities Act of 1933 or applicable state securities laws, and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or available exemption from such registration requirements. EX-99.2 3 PRESS RELEASE DATED 3/17/99 Exhibit 99.2 For further information, contact: At Citrix: At the Financial Relations Board: Scott Davidson (954) 267-2388 Julie Creed (312) 640-6724 Citrix Systems, Inc. Announces That It Has Agreed To Sell Its Zero Coupon Convertible Subordinated Debentures Fort Lauderdale, Florida - March 17, 1999 - Citrix Systems, Inc. (NASDAQ NMS: CTXS) today announced that it has agreed to sell its zero coupon convertible subordinated debentures in a private placement. The zero coupon convertible subordinated debentures were priced with a yield to maturity of 5.25 percent and will result in gross proceeds to the Company of approximately $300 million to $400 million The company stated that it intends to use the net proceeds of the placement for working capital and other general corporate purposes. This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities. Any offers of the securities will be made only by means of a private placement memorandum. The securities to be offered will not be registered under the Securities Act of 1933 or applicable state securities laws, and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or available exemption from such registration requirements. EX-99.3 4 PRESS RELEASE DATED 3/23/99 Exhibit 99.3 For further information, contact: At Citrix: At the Financial Relations Board: Scott Davidson (954) 267-2388 Julie Creed (312) 640-6724 Citrix Systems, Inc. Announces Sale of Zero Coupon Convertible Subordinated Debentures Fort Lauderdale, Florida - March 23, 1999 - Citrix Systems, Inc. (NASDAQ NMS: CTXS) today announced that it has sold its zero coupon convertible subordinated debentures in a private placement. The zero coupon convertible subordinated debentures were priced with a yield to maturity of 5.25 percent and resulted in proceeds to the Company of approximately $292.5 million. The company stated that it intends to use the net proceeds of the placement for working capital and other general corporate purposes. This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities. Any offers of the securities will be made only by means of a private placement memorandum. The securities to be offered will not be registered under the Securities Act of 1933 or applicable state securities laws, and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or available exemption from such registration requirements. -----END PRIVACY-ENHANCED MESSAGE-----