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Published on 4/28/2004 in the Prospect News Convertibles Daily.

EDS extends exchange for Prides, adjusts terms

New York, April 28 - Electronic Data Systems Corp. said it has extended its offer of, and stock in exchange for, its outstanding Feline Prides in the form of Income Prides.

The offer will now expire at midnight ET on May 11, pushed back from April 27.

The company also adjusted the offer, reducing the cash component to $1.58 per unit from $2.53. The $0.95 reduction reflects that holders of record as of the close of business on May 3 will now receive the quarterly distribution of $0.953125 per Pride. EDS said the economics of the exchange remain the same.

The Plano, Texas, outsourcing services company announced on March 31 it was offering cash and stock in exchange for its outstanding Prides.

EDS was originally offering 0.8430 shares of common stock and $2.53 in cash for each Income Prides.

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.

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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