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): January 11, 2000
INFORMIX CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-15325 94-3011736
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(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
4100 BOHANNON DRIVE, MENLO PARK, CALIFORNIA 94025
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(Address of principal executive offices of Registrant, including zip code)
(650) 926-6300
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
In July 1997, the Securities and Exchange Commission ("SEC") issued
a formal order of private investigation of Informix Corporation (the
"Company") and certain unidentified other entities and persons with respect
to non-specified accounting matters, public disclosures and trading activity
in the Company's securities. During the course of the investigation, the
Company learned that the investigation concerned the events leading to the
restatement of the Company's financial statements, including fiscal years
1994, 1995 and 1996, that was publicly announced in November, 1997.
The Company and the SEC have entered into a settlement of the
investigation as to the Company. Pursuant to the settlement, the Company
consented to the entry by the SEC of an Order Instituting Public
Administrative Proceedings Pursuant to Section 8A of the Securities Act of
1933 and Section 21C of the Securities Exchange Act of 1934, Making Findings,
and Imposing a Cease and Desist Order (the "Order"). The Cease and Desist
Order was issued by the SEC on January 11, 2000. Pursuant to the Order, the
Company neither admitted nor denied the findings, except as to jurisdiction,
contained in the Order.
The Order directs the Company to cease and desist from committing or
causing any violation, and any future violation, of Section 17(a) of the
Securities Act of 1933 ("Securities Act"), and Sections 10(b), 13(a) and
13(b) of the Securities Exchange Act of 1934 ("Exchange Act"), and Rules
10b-5, 12b-20 13a-1, 13a-13 and 13b2-1 under the Exchange Act. Pursuant to
the Order, the Company also is required to cooperate in the SEC's continuing
investigation of other entities and persons. As a consequence of the issuance
of the Order, the Company is statutorily disqualified, pursuant to Section
27A(G)(1)(A)(ii) of the Securities Act and Section 21E(b)(1)(A)(ii) of the
Exchange Act, for a period of three years from the date of the issuance of
the Order, from relying on the protections of the "safe harbor" for
forward-looking statements set forth in Section 27(A)(c) of the Securities
Act and Section 21(E)(c) of the Exchange Act.
The Order prohibits the Company from violating and causing any
violation of the anti-fraud provisions of the federal securities laws, for
example by making materially false and misleading statements concerning its
financial performance. The Order also prohibits the Company from violating or
causing any violation of the provisions of the federal securities laws
requiring the Company to: (1) file accurate quarterly and annual reports with
the SEC; (2) maintain accurate accounting books and records; and (3) maintain
adequate internal accounting controls. Pursuant to the Order, the Company is
also required to cooperate in the SEC's continuing investigation of other
entities and persons. In the event that the Company violates the Order, the
Company could be subject to substantial monetary penalties.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
99.1 Order instituting public administrative proceedings
pursuant to Section 8A of the Securities Act of 1933 and
Section 21C of the Securities Exchange Act of 1934, making
findings, and imposing a cease-and-desist order, dated
January 11, 2000.
99.2 Press Release dated January 11, 2000.
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.
Dated: January 18, 2000
INFORMIX CORPORATION
(Registrant)
/s/ Gary Lloyd
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Gary Lloyd
VICE PRESIDENT, GENERAL COUNSEL