-----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, J7rh2u5bduPzIXfmgWK4RMfA5OHfRm5jMDiLOA5eAhm7FlrU3rdnuY5dvQ2ZW5Qv GBPS0FlFwj/bzmLz0KEfuQ== 0001047469-04-007411.txt : 20040311 0001047469-04-007411.hdr.sgml : 20040311 20040311060112 ACCESSION NUMBER: 0001047469-04-007411 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040310 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCO GROUP INC CENTRAL INDEX KEY: 0001102542 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 870662823 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29911 FILM NUMBER: 04661616 BUSINESS ADDRESS: STREET 1: 355 S 520 W, SUITE 100 CITY: LINDON STATE: UT ZIP: 84042 BUSINESS PHONE: 8017654999 FORMER COMPANY: FORMER CONFORMED NAME: CALDERA INTERNATIONAL INC/UT DATE OF NAME CHANGE: 20001101 FORMER COMPANY: FORMER CONFORMED NAME: CALDERA SYSTEMS INC DATE OF NAME CHANGE: 20000104 8-K 1 a2130841z8-k.htm 8-K
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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) March 10, 2004

The SCO Group, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation)
  0-29911
(Commission
File Number)
  87-0662823
(IRS Employer
Identification)


355 South 520 West
Lindon, Utah 84042
(Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code: (801) 765-4999

N/A
(Former name or former address, if changed since last report)




Item 5. Other Events and Regulation FD Disclosure.

        The board of directors of The SCO Group, Inc. ("SCO") has authorized management, in its discretion, to purchase up to 1.5 million shares of SCO's common stock over the next 24 months. The repurchase program is effective immediately. SCO has approximately 14.4 million shares of common stock issued and outstanding. Any repurchased shares will be held as treasury stock and will be available for general corporate purposes.

        The repurchase program will allow SCO to repurchase its shares from time to time in accordance with the requirements of the Securities and Exchange Commission on the open market, in block trades and in privately negotiated transactions, depending on market conditions and other factors.

Forward Looking Statements

        This report contains forward-looking statements regarding SCO's implementation of a stock repurchase program. These forward-looking statements are subject to risks and uncertainties. These risks and uncertainties may affect the timing and amounts of stock purchases under the program and other circumstances related to repurchases under the program. Purchases under the program are subject to the discretion of management based on market conditions and other factors including the trading price of SCO's common stock, availability of stock, alternative uses of capital and SCO's financial condition. Other risks and uncertainties related to SCO's business are described in SCO's filings with the Securities and Exchange Commission.


Item 7. Financial Statements and Exhibits.

(c)
Exhibits

99.1
Press Release of The SCO Group, Inc. dated March 10, 2004, regarding its stock repurchase program, furnished pursuant to Item 9.


Item 9. Regulation FD Disclosure.

        SCO issued a press release related to its announced stock repurchase program. A copy of the press release is hereby furnished as Exhibit 99.1 attached hereto.


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.

Dated: March 10, 2004


 

 

By:

 

/s/  
ROBERT K. BENCH      
Chief Financial Officer
Principal Financial and Accounting Officer


EXHIBIT INDEX

Exhibit No.

  Description
99.1   Press Release of The SCO Group, Inc. dated March 10, 2004, regarding its stock repurchase program, furnished pursuant to Item 9.



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SIGNATURES
EXHIBIT INDEX
EX-99.1 3 a2130841zex-99_1.htm EX-99.1
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Exhibit 99.1


THE SCO GROUP ANNOUNCES STOCK BUYBACK PROGRAM

        LINDON, Utah—March 10, 2004—The SCO Group, Inc., (Nasdaq: SCOX) the owner of the UNIX® operating system and a leading provider of UNIX-based solutions, today announced that the company's board of directors has authorized management, in its discretion, to purchase up to 1.5 million shares of SCO's common stock over the next 24 months. The repurchase program is effective immediately. SCO has approximately 14.4 million shares of common stock issued and outstanding. Any repurchased shares will be held as treasury stock and will be available for general corporate purposes.

        The repurchase program will allow SCO to repurchase its shares from time to time in accordance with the requirements of the Securities and Exchange Commission on the open market, in block trades and in privately negotiated transactions, depending on market conditions and other factors.

        "This action reflects our strong belief in the fundamental value of our intellectual property and core business," said Ralph Yarro, Chairman of the Board, The SCO Group. "At current prices, we believe our stock represents an attractive investment opportunity and that this action reflects our ongoing commitment to improving long term stockholder value. We believe we will have sufficient capital resources to undertake this buyback program and continue to pursue our strategic initiatives."

Forward Looking Statements

        This press release contains forward-looking statements regarding SCO's implementation of a stock repurchase program and expectation regarding its capital resources. These forward-looking statements are subject to risks and uncertainties. These risks and uncertainties may affect the timing and amounts of stock purchases under the program and other circumstances related to repurchases under the program. Purchases under the program are subject to the discretion of management based on market conditions and other factors including the trading price of SCO's common stock, availability of stock, alternative uses of capital and SCO's financial condition. Other risks and uncertainties related to SCO's business are described in SCO's filings with the Securities and Exchange Commission.

About The SCO Group

        The SCO Group, Inc. (Nasdaq: SCOX—News) helps millions of customers in more than 82 countries to grow their businesses with UNIX business solutions. Headquartered in Lindon, Utah, SCO has a worldwide network of more than 11,000 resellers and 4,000 developers. SCO Global Services provides reliable localized support and services to all partners and customers. For more information on SCO products and services visit http://www.sco.com.

        SCO and the associated SCO logo are trademarks or registered trademarks of The SCO Group, Inc., in the U.S. and other countries. UNIX is a registered trademark of The Open Group in the United States and other countries. All other brand or product names are or may be trademarks of, and are used to identify products or services of, their respective owners.

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THE SCO GROUP ANNOUNCES STOCK BUYBACK PROGRAM
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