-----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, DcVA2cTeI+nmX7CK7QRaJVURX0GI4nGxaxLcqJh/TsnSPdTKqWavrHbJLfDGXjU/ UeC0v+p6Ipa0PEPJMYPTyQ== 0000950109-99-002140.txt : 19990615 0000950109-99-002140.hdr.sgml : 19990615 ACCESSION NUMBER: 0000950109-99-002140 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990614 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAGA SYSTEMS INC /DE/ CENTRAL INDEX KEY: 0000352683 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 541167173 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13609 FILM NUMBER: 99646149 BUSINESS ADDRESS: STREET 1: 11190 SUNRISE VALLEY DR CITY: RESTON STATE: VA ZIP: 20191 BUSINESS PHONE: 7033916757 MAIL ADDRESS: STREET 1: 11190 SUNRISE VALLEY DR CITY: RESTON STATE: VA ZIP: 20191 FORMER COMPANY: FORMER CONFORMED NAME: SOFTWARE AG SYSTEMS INC DATE OF NAME CHANGE: 19970916 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) June 14, 1999 SAGA SYSTEMS INC. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 001-13609 54-1167173 - ---------------------------- ---------------- ----------------------- (State or other Jurisdiction (SEC File No.) (IRS Employer of incorporation) Identification Number) 11190 Sunrise Valley Drive, Reston, Virginia 20190 - ------------------------------------------------ --------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 391-6757 -------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last Report) SAGA SYSTEMS, INC. INFORMATION TO BE INCLUDED IN REPORT ------------------------------------ Item 5. Other Events - --------------------- SAGA SYSTEMS, Inc. (the "Company") announced that it will commence an open market repurchase of up to two million shares of the Company's common stock. This component of the Company's ongoing repurchase program begins June 14, 1999 and will continue for an indefinite period as set forth in the press release issued June 14, 1999 and attached hereto as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - --------------------------------------------------------------------------- (c) Exhibits -------- Exhibit 99.1 Press release dated June 14, 1999 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, thereunto duly authorized. SAGA SYSTEMS, INC. Date: June 14, 1999 By: /s/ Katherine E. Butler ----------------------------- Katherine E. Butler Vice President, General Counsel and Secretary EX-99.1 2 PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE - --------------------- Contact: Steve Ellis Director, Corporate Communications SAGA SOFTWARE, Inc. 703-391-8295 steve.ellis@sagasoftware.com ---------------------------- Dawn Orr Director, Investor relations SAGA SOFTWARE, Inc. 703-391-6589 ags@sagasoftware.com SAGA SYSTEMS, INC. ANNOUNCES OPEN MARKET STOCK REPURCHASE RESTON, VA, June 14, 1999--SAGA SYSTEMS (NYSE:AGS), the parent company of SAGA SOFTWARE, Inc., (SAGA(TM)) announced that it will commence a open-market repurchase of up to two million shares of the company's common stock. This component of the Company's ongoing repurchase program begins today, June 14, 1999 and will continue over an indefinite period. According to SAGA President and CEO Dan Gillis, "We believe that the price of AGS shares is currently undervalued and that this initiative represents an excellent investment in the future of the Company." AGS closed Friday at $10 5/8 with volume of 33,700. ~ more ~ ABOUT SAGA SYSTEMS, INC. Based in Reston, Virginia, SAGA SYSTEMS, Inc., (NYSE:AGS) is the parent company of SAGA SOFTWARE, Inc. (SAGA). SAGA provides enterprise system software and a full suite of enterprise integration solutions that support billions of mainframe transactions daily for some of the world's largest organizations. SAGA's suite of mission critical products and associated professional services take customers from the heart of the enterprise to the desktop, freeing their information and leveraging their IT investment. SAGA Affiliates are located worldwide in Asia-Pacific, Eastern and Western Europe, Japan, Latin America, the Middle East and South America. For further information, please visit the company's Web site at http://www.sagasoftware.com. ---------------------------- #### All product or company names mentioned are used for identification purposes only, and may be trademarks, trade names or service marks of their respective owners. Safe Harbor Provision for Forward-Looking Statements: The statements contained in this release include forward-looking statements subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995 including forward-looking statements concerning product availability and functionality and the ability of the company to integrate recently acquired technology into in-development product offerings. These forward-looking statements are based on the company's current knowledge, beliefs, expectations and specific assumptions with respect to future business decisions. Accordingly, the statements are subject to significant risks, contingencies and uncertainties that could cause actual operating results, performance or business prospects to differ materially from those expressed in, or implied by, these statements. These risks, contingencies and uncertainties include, but are not limited to, significant quarterly and other fluctuations in revenues and results of operations; reliance on acquisitions and the timely development, production, marketing and delivery of new products and services; increased demand for year 2000 products and services; risks associated with conducting a professional services business; reliance on the mainframe computing environment and demand for the company's products; changes in the company's product and service mix and product and service pricing; interoperability of the company's products with leading software application products; risks of protecting intellectual property rights and litigation; dependence on third-party technology; risks associated with international sales, distributors and operations; dependence on government contracts; control of the company by affiliates; the company's ability to implement its acquisition strategy, successfully integrate any acquired products, services and businesses, adjust to changes in technology, customer preferences, enhanced competition and new competitors in software and professional services markets, maintain and enhance its relationships with vendors, and attract and retain key employees; general economic and business conditions; and other risks detailed from time to time in the company's Securities and Exchange Commission reports, including, but not limited to, the company's Registration Statement filed on Form S-1. Neither SAGA nor its parent company, SAGA SYSTEMS, Inc. (collectively, the "company") is obligated to update the information contained in this release. -----END PRIVACY-ENHANCED MESSAGE-----