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Affiliated Computer Services v. Wilmington Trust Co.

United States District Court for the Northern District of Texas

2008 U.S. Dist. LEXIS 10190 (2008)

Facts

Affiliated Computer Services (Affiliated) (plaintiff) issued $500 million of notes under an indenture. Wilmington Trust Company (Wilmington) (defendant) was the indenture trustee. Affiliated was required by the Securities Exchange Act of 1934 to file annual financial reports with the Securities and Exchange Commission (SEC). The indenture required Affiliated to file the same financial reports with Wilmington within 15 days after filing the reports with the SEC. In 2006 Affiliated conducted an internal investigation into its stock-option practices. As a result of the investigation, Affiliated announced that it would be filing its annual reports with the SEC after the initial due date of June 30, 2006. In January 2007, Affiliated filed its annual reports with the SEC and filed the same reports with Wilmington within 15 days. Cede Company, a holder of Affiliated notes, notified Affiliated and Wilmington that Affiliated had defaulted on the indenture by failing to file timely financial reports with the SEC. Affiliated filed a lawsuit in federal district court against Wilmington, seeking a declaration that it did not default on the indenture. Wilmington counterclaimed, arguing that Affiliated defaulted on the indenture by failing to timely file the financial reports with the SEC. Affiliated and Wilmington filed motions for summary judgment.

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Holding and Reasoning (Fitzwater, C.J.)

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