8-K 1 p69372ce8vk.htm 8-K e8vk
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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): July 19, 2004

 

JDA Software Group, Inc.

(Exact name of registrant as specified in its charter)
 
         
Delaware
(State or other jurisdiction of
incorporation)
  0-27876
(Commission File Number)
  86-0787377
(IRS Employer
Identification No.)
         
     
14400 North 87th Street
Scottsdale, Arizona
(Address of principal executive offices)
   85260-3649
(Zip Code)
     

(480) 308-3000
(Registrant’s telephone number, including area code)



 


TABLE OF CONTENTS

Item 7. Financial Statements and Exhibits
Item 12. Results of Operations and Financial Condition
SIGNATURES
EXHIBIT INDEX
EX-99.1


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Item 7. Financial Statements and Exhibits.

(c) Exhibits

     99.1   Press Release dated July 19, 2004.

Item 12. Results of Operations and Financial Condition.

     On July 19, 2004, JDA Software Group, Inc. (“JDA”) announced its final financial results for the quarter ended June 30, 2004 by issuing a press release and on the same date, held a related conference call to discuss these results. The full text of the press release issued in connection with the announcement is attached as Exhibit No. 99.1 to this Current Report on Form 8-K. The July 19, 2003 press release and the conference call contain forward-looking statements regarding JDA and include cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.

     The information in this Form 8-K and the Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Use Of Non-GAAP Financial Information

     JDA provides a non-GAAP measure of earnings per share in the attached press release regarding its earnings releases. The presentation is intended to be a supplemental measure of performance and typically excludes non-cash charges such as amortization of intangibles, and non-recurring charges, purchased in-process research and development, restructuring and other merger or reorganization related costs that impact the comparability of one quarter to another or the comparability of the Company’s performance to another company that is providing this type of supplemental information. It is not intended to replace or to be displayed more prominently than our GAAP measurement of earnings (loss) per share. We have provided clear, concise disclosure to enable investors to reconcile the non-GAAP measure of earnings (loss) per share to the measure of earnings (loss) per share calculated in accordance with GAAP.

 


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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.

         
    JDA Software Group, Inc.
 
       
  By:   /s/ Kristen L. Magnuson
     
 
Date: July 19, 2004
      Kristen L. Magnuson
Executive Vice President and
Chief Financial Officer

 


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EXHIBIT INDEX

     
EXHIBIT
  DESCRIPTION
 
   
99.1
  Press Release dated July 19, 2004.