Soliciting Material - Email to Presidents

SCHEDULE 14A INFORMATION

 

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant x   Filed by a Party other than the Registrant ¨

 

Check the appropriate box:

 

¨  Preliminary Proxy Statement

 

¨  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

¨  Definitive Proxy Statement

 

¨  Definitive Additional Materials

 

x  Soliciting Material Pursuant to 14a-12

 

 

 

SunGard Data Systems Inc.

(Name of Registrant as Specified in Its Charter)

 

 

 

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

 

 

Payment of Filing Fee (Check the appropriate box):

 

x  No fee required

 

¨  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

  1.  Title of each class of securities to which transaction applies:

 

 
  2.  Aggregate number of securities to which transaction applies:

 

 
  3.  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):

 

 
  4.  Proposed maximum aggregate value of transaction:

 

 
  5.  Total fee paid:

 

 

 

¨  Fee paid previously with preliminary materials.

 

¨  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

  1.  Amount Previously Paid:

 

 
  2.  Form Schedule or Registration Statement No.:

 

 
  3.  Filing Party:

 

 
  4.  Date Filed:

 

 

 

THIS FILING CONSISTS OF AN EMAIL TO THE COMPANY’S BUSINESS UNIT PRESIDENTS REGARDING THE PROPOSED MERGER.

 

E-Mail to Presidents

 

As you know, we will be holding a conference call for employees on Monday, March 28 at 9.30AM. I realize that many employees are on holiday but the timing of the transaction and the announcement could not be delayed.

 

I would also like to hold a conference call for presidents only at 10.30AM Eastern. Unlike the employee call, all lines will be open. I will take your questions “live” and would also like to get your feedback on how the announcement has been received by employees.

 

The dial-in numbers are:

 

United States: (800) 230-1092

International: (612) 332-0226

Participant Access Code: 776430

 

I want to stress that the current senior management team will continue to lead the company and will also become investors in the company. Management participation in the transaction is key. The success of the transaction will depend on growing the business rather than eliminating jobs or reducing service levels.

 

About the Transaction

 

In connection with the proposed merger, SunGard will file a proxy statement with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the proxy statement (when available) and other documents filed by SunGard at the Securities and Exchange Commission’s Web site at http://www.sec.gov. The proxy statement and such other documents may also be obtained for free from SunGard by directing such request to SunGard, Attention: Investor Relations, telephone: (484) 582-5500.

 

SunGard and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the proposed merger. Information concerning the interests of SunGard’s participants in the solicitation is set forth in SunGard’s proxy statements and Annual Reports on Form 10-K, previously filed with the Securities and Exchange Commission, and in the proxy statement relating to the merger when it becomes available.