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 Commission File Number 0-19922 MARCH 8, 2001 (MARCH 6, 2001) Date of Report (Date Of Earliest Event Reported) THE BISYS GROUP, INC. (Exact name of Registrant as specified in its charter) DELAWARE 13-3532663 (State or Other Jurisdiction of (IRS Employer Incorporation or Organization) Identification No.) 150 CLOVE ROAD, LITTLE FALLS, NJ 07424 (Address of Principal Executive Office) (Zip Code) (973) 812-8600 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if applicable) ITEM 5. OTHER EVENTS. On March 6, 2001, The BISYS Group, Inc. (the "Company") issued a press release announcing that it had commenced an offering of $200,000,000 aggregate principal amount of convertible subordinated notes due 2006 in a private offering made only to qualified institutional buyers and to certain persons in offshore transactions. A copy of the press release regarding the offering is attached as Exhibit 99.1 and is incorporated herein by reference in its entirety. On March 7, 2001, the Company issued a second press release announcing that, pursuant to the offering described above, it had agreed to sell $250,000,000 principal amount of 4% convertible subordinated notes due 2006. The initial purchasers of the notes have a 30-day option to purchase up to an additional $50,000,000 principal amount of notes. A copy of the press release regarding the offering is attached as Exhibit 99.2 and is incorporated herein by reference in its entirety. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit No. Description - -------- ----------- 99.1 Press Release issued by The BISYS Group, Inc. dated March 6, 2001. 99.2 Press Release issued by The BISYS Group, Inc. dated March 7, 2001. SIGNATURE 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 hereunder duly authorized. THE BISYS GROUP, INC. By: /s/ Kevin J. Dell --------------------------------- Kevin J. Dell Executive Vice President, General Counsel and Secretary Date: March 8, 2001 THE BISYS GROUP, INC. CURRENT REPORT ON FORM 8-K REPORT DATED MARCH 8, 2001 (MARCH 6, 2001) EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - -------- ----------- 99.1 Press Release issued by The BISYS Group, Inc. dated March 6, 2001. 99.2 Press Release issued by The BISYS Group, Inc. dated March 7, 2001.