Report of Foreign Issuer (6-k)
September 16 2016 - 01:20PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of September 2016
Commission File Number: 001-35976
Luxoft Holding, Inc
(Translation of registrants name into English)
Gubelstrasse 24
6300 Zug, Switzerland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F
x
Form 40-F
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
o
EXPLANATORY NOTE
Luxoft Holding, Inc (the
Company
) announced that it has completed the acquisition of
Pelagicore AB, a Swedish company (
Pelagicore
). Pelagicore is a leading provider of open source software platforms and services for in-vehicle infotainment systems and human machine interface (HMI) development.
On September 13, 2016, Luxoft Global Operations GmbH, a Swiss company and a wholly-owned subsidiary of the Company (the
Purchaser
), entered into a Share Purchase Agreement (the
Purchase Agreement
) with the shareholders of Pelagicore (collectively, the
Sellers
). This transaction closed on September 13, 2016.
Pursuant to the Purchase Agreement, Purchaser agreed, on the terms and subject to the conditions of the Purchase Agreement, to purchase from the Sellers all of the issued and outstanding shares of Pelagicore for the initial purchase price of SEK 156.4 million (which corresponds to EUR 17.5 million converted into SEK at the agreed exchange rate, as adjusted according to the Purchase Agreement terms). Additionally, the Sellers are entitled to a potential earn-out amount of up to EUR 5.0 million payable by March 31, 2017 if specified revenue targets are achieved by Pelagicore at December 31, 2016. In the event such targets are not achieved in full, the Purchase Agreement provides that payment would be pro-rated depending on the revenue level achieved, with any remaining unpaid amount to be paid if the revenue targets or certain specified projects are achieved at December 31, 2017.
On September 13, 2016, the Company issued a press release titled
Luxoft Acquires Pelagicore AB, a Sweden-Based Provider of Software Platforms and Services for In-Vehicle Infotainment Systems. A copy of the press release is furnished as Exhibit 99.1 herewith.
2
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, thereunto duly authorized.
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LUXOFT HOLDING, INC
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Date: September 16, 2016
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By:
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/s/ Dmitry Loshchinin
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Name: Dmitry Loshchinin
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Title: Chief Executive Officer
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EXHIBIT INDEX
Exhibit
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Description
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99.1
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Press release dated September 13, 2016 titled
Luxoft Acquires Pelagicore AB, a Sweden-Based Provider of Software Platforms and Services for In-Vehicle Infotainment Systems
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