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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Amendment No. 1
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: February 20, 2001
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NEW ERA OF NETWORKS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
STATE OF DELAWARE 000-22043 84-1234845
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
Amendment to Form 8-K
The undersigned registrant hereby amends the following item of its
Current Report on Form 8-K, originally filed with the Securities and Exchange
Commission on April 27, 2001.
ITEM 1. CHANGE IN CONTROL OF REGISTRANT
Sybase, Inc. ("Sybase") has reported that, pursuant to an exchange offer
by Neel Acquisition Corp. ("Neel") a wholly-owned subsidiary of Sybase, for all
of the outstanding shares of common stock of New Era of Networks, Inc. (the
"Company"), the subsequent offering period for which expired on April 26, 2001,
it has accepted for payment approximately 29,642,458 shares of common stock
of the Company. As a consequence, Sybase owns approximately 79.99% of the
outstanding shares of common stock of the Company.
Pursuant to the Agreement and Plan of Reorganization dated February 20,
2001 by and among Sybase, Neel and the Company, Melvyn Bergstein, Joseph
Kasputys, Steven Lazarus, Mark Gordon and Robert Theis have resigned from the
board of directors of the Company and were replaced by John Chen, Pieter Van
der Vorst, Daniel Carl, Marty Beard and Raj Nathan.
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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 hereto duly authorized.
Date: May 2, 2001 New Era of Networks, Inc.
By: /s/ George F. Adam, Jr.
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Name: George F. Adam, Jr.
Title: Chief Executive Officer,
Chairman of the Board and Director