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Published on 3/31/2004 in the Prospect News Convertibles Daily.

EDS offers cash, stock for Feline Prides

New York, March 31 - Electronic Data Systems Corp. announced it is offering cash and stock in exchange for its outstanding Feline Prides in the form of Income Prides.

The Plano, Texas, outsourcing services company is offering 0.8430 shares of common stock and $2.53 in cash for each Income Prides.

The offer runs through midnight ET on April 27.

EDS said it is carrying out the exchange to strengthen its balance sheet and reduce debt.

The company originally issued 32.3 million Feline Prides in June 2001, raising $1.6 billion. As of March 29 there were 32.2 million Income Prides still outstanding and no Growth Prides.

The tender applies to up to 32.1 million Income Prides. The number will be reduced if necessary to ensure continued New York Stock Exchange listing.

The Income Prides closed at $18.00 in NYSE trading on Tuesday while the stock closed at $19.25.

Merrill Lynch & Co. Inc. (888 654-8637) and Citigroup Global Markets Inc. (877 531-8365) are co-lead dealer managers for the exchange, Mellon Investor Services LLC is the information agent (866 293-6625) and JPMorgan Chase Bank is the exchange agent.


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