Current Report Filing (8-k)
January 09 2017 - 9:13AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current
Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 9, 2017
Broadcom Limited
Broadcom Cayman L.P.
(Exact name of registrants as specified in its charter)
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Singapore
Cayman Islands
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001-37690
333-205938-01
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98-1254807
98-1254815
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Broadcom Limited
1 Yishun Avenue 7
Singapore 768923
Broadcom
Cayman L.P.
c/o Broadcom Limited
1 Yishun Avenue 7
Singapore 768923
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N/A
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code (65) 6755-7888
Check the appropriate box below if the
Form 8-K
filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to
Rule 14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to
Rule 14d-2(b) under
the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to
Rule 13e-4(c) under
the Exchange Act (17 CFR
240.13e-4(c))
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Item 7.01 Regulation FD Disclosure
Broadcom Limited (Broadcom or the Company) will be meeting with investors and potential investors during the week
beginning January 9, 2016. In connection with those meetings, Broadcom intends to make a presentation relating to the Company available to such investors and potential investors. Exhibit 99.1 contains selected financial information included in
this presentation that is not calculated in accordance with accounting principles generally accepted in the United States (GAAP).
The
non-GAAP
data shown in Exhibit 99.1 include the effect, where applicable, of purchase accounting
on revenues, and excludes, where applicable, amortization of intangible assets, share-based compensation expense, restructuring, impairment and disposal charges, acquisition-related costs, including integration costs, purchase accounting effect on
inventory, settlement costs and other charges, net, depreciation and amortization (excluding amortization of acquisition-related intangible assets) and capital expenditures. Management does not believe that these items are reflective of the
Companys underlying performance. However, internally, these
non-GAAP
measures are significant measures used by management for purposes of evaluating the core operating performance of the Company,
establishing internal budgets, calculating return on investment for development programs and growth initiatives, comparing performance with internal forecasts and targeted business models, strategic planning, evaluating and valuing potential
acquisition candidates and how their operations compare to the Companys operations, and benchmarking performance externally against the Companys competitors. The presentation of these and other similar items in Broadcoms
non-GAAP
financial results should not be interpreted as implying that these items are
non-recurring,
infrequent or unusual. Broadcom believes this
non-GAAP
financial information provides additional insight into the Companys
on-going
performance and has therefore chosen to provide this information to investors for a
more consistent basis of comparison and to help them evaluate the results of the Companys
on-going
operations and enable more meaningful period to period comparisons. These
non-GAAP
measures are provided in addition to, and not as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. Investors and potential investors are encouraged
to review the reconciliation between GAAP and
non-GAAP
financial data included in Exhibit 99.1.
Item 9.01.
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Financial Statements and Exhibits.
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Exhibit
Number
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Description
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99.1
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Regulation FD disclosure
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The information contained in Item 7.01 of this report, including Exhibit 99.1, shall not be incorporated by reference into any
filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including
the exhibit hereto, shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
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 hereunto duly authorized.
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Broadcom Limited
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Date: January 9, 2017
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By:
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/s/ Thomas H. Krause, Jr.
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Thomas H. Krause, Jr.
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Chief Financial Officer
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Broadcom Cayman L.P., by its general partner Broadcom Limited
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By:
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/s/ Thomas H. Krause, Jr.
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Thomas H. Krause, Jr.
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Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
Number
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Description
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99.1
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Regulation FD disclosure
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