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): October 5, 2015
 
 
COMPUTER SCIENCES CORPORATION
 
(Exact name of Registrant as specified in its charter)
 
Nevada
1-4850
95-2043126
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
 
3170 Fairview Park Drive
22042
Falls Church, Virginia
(Zip Code)
(Address of Principal Executive Offices)
 
 
Registrant’s telephone number, including area code (703) 876-1000
 
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 (see General Instruction A.2. below):
 
[ ]  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 7.01. Regulation FD Disclosure.
 
On October 5, 2015, Computer Sciences Corporation (the "Company") issued a press release reporting that it had entered into exclusive negotiations to acquire the shares of UXC Limited, an Australian publicly owned IT Services Company. The transaction is subject to completion of a five-week exclusive due diligence process, negotiation of a Scheme of Implementation Agreement and respective board approvals, along with customary regulatory and court approvals for transactions of this type in Australia.

There can be no assurance that the parties will enter into a definitive agreement or that the parties will consummate the transaction.
 
A copy of the press release is attached hereto as Exhibit 99.1.
 
This information is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Securities Exchange Act of 1934 or the Securities Act of 1933 only if and to the extent such subsequent filing specifically references the information incorporated by reference herein.
 
All statements in this report that do not directly and exclusively relate to historical facts constitute “forward-looking statements." These statements represent the Company's intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors many of which are outside the Company’s control. These factors could cause actual results to differ materially from such forward-looking statements. For a written description of these factors, see the section titled “Risk Factors” in the Company’s Form 10-K for the fiscal year ended April 3, 2015 and any updating information in subsequent SEC filings. The Company disclaims any intention or obligation to update these forward-looking statements whether as a result of subsequent event or otherwise, except as required by law.

Item 9.01 Financial Statements and Exhibits.
 
(d) The following exhibit is filed herewith.

Exhibit No.
Description
99.1
Press Release dated October 5, 2015.






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 thereto duly authorized.


 
 
COMPUTER SCIENCES CORPORATION
 
 
 
 
 
Dated: October 5, 2015
By:    /s/ Paul N. Saleh
 
 
Paul N. Saleh
 
 
Executive Vice President and Chief Financial Officer





Exhibit Index

Exhibit No.
Description
99.1
Press Release dated October 5, 2015.









Exhibit 99.1



CSC ENTERS INTO FIVE-WEEK DUE DILIGENCE PROCESS TO ACQUIRE UXC LIMITED


FALLS CHURCH, VA, Oct. 5, 2015-CSC (NYSE: CSC) today announced that it has entered into exclusive negotiations to acquire the shares of UXC Limited (ASX: UXC) subject to due diligence, board approvals, and other requirements.

The agreed-upon price would be A$1.26 per share. Based on 340 million shares of UXC outstanding, the purchase price would be approximately A$428 million (US$300 million) upon transaction completion.
UXC is Australia’s largest independent and publicly owned IT services company, with reported fiscal 2015 annual revenues of A$686 million (US$480 million) and 3,000 employees.

The transaction is subject to completion of a five-week exclusive due diligence process, negotiation of a Scheme of Implementation Agreement and respective board approvals, along with customary regulatory and court approvals for transactions of this type in Australia.

If the process results in a transaction, it would be expected to be finalized by February 2016.

About CSC
Computer Sciences Corporation (CSC) is a global leader of next generation information technology (IT) services and solutions. The Company's mission is to enable superior returns on our clients’ technology investments through best-in-class industry solutions, domain expertise and global scale. CSC has approximately 70,000 employees and reported revenue of $11.7 billion for the 12 months ended July 3, 2015. For more information, visit the company's website at www.csc.com.

Forward-looking Statements
All statements in this press release and in all future press releases that do not directly and exclusively relate to historical facts constitute “forward-looking statements.”  These statements represent the Company’s intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, many of which are outside the Company’s control. These factors could cause actual results to differ materially from such forward-looking statements. For a written description of these factors, see the section titled “Risk Factors” in CSC’s Form 10-K for the fiscal year ended April 3, 2015 and any updating information in subsequent SEC filings. The Company disclaims any intention or obligation to update these forward-looking statements whether as a result of subsequent event or otherwise, except as required by law.

###

CSC Contacts
Media: Rich Adamonis, 862.228.3481, radamonis@csc.com, Sheila Dhillon, +61 423 884 848, sdhillon@csc.com
Investor Relations: George Price 703.641.3842, gprice4@csc.com



Computer Sciences (NYSE:CSC)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Computer Sciences Charts.
Computer Sciences (NYSE:CSC)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Computer Sciences Charts.