- Current report filing (8-K)
January 28 2010 - 4:06PM
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 25, 2010
FORMFACTOR, INC.
(Exact
name of Registrant as specified in its charter)
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Delaware
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(State or other jurisdiction of incorporation)
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000-50307
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13-3711155
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(Commission
File Number)
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(IRS Employer
Identification No.)
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7005 Southfront Road, Livermore
,
California
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94551
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(Address of principal executive offices)
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(Zip
Code)
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(925) 290-4000
(Registrants
telephone number, including area code)
Not Applicable
(Former
name or former address, if changed since last report)
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 (See General Instruction A.2.):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 2.02. Results
of Operations and Financial Condition.
On
January 28, 2010, FormFactor, Inc. issued a press release announcing
its financial results for the fourth quarter ended December 26, 2009 and
fiscal 2009. A copy of the press release
is furnished as Exhibit 99.01 to this report and is incorporated herein by
reference.
In
addition to disclosing financial results calculated in accordance with United
States generally accepted accounting principles (GAAP), the press release
contains non-GAAP financial measures.
Specifically, the press release includes non-GAAP net loss and non-GAAP
net loss per share. The company excluded
the following items from one or more of its published non-GAAP measures: deferred tax valuation allowance, stock-based
compensation expenses, restructuring charges and impairment charges. By publishing the non-GAAP measures, the
companys management intends to provide investors with additional information
to further analyze the companys performance, core results and underlying
trends. FormFactors management evaluates results and makes operating decisions
using both GAAP and non-GAAP measures included in the press release. Non-GAAP results are not prepared in
accordance with GAAP, and non-GAAP information should be considered a
supplement to, and not a substitute for, financial statements prepared in
accordance with GAAP. Investors and
potential investors are encouraged to review the reconciliation of non-GAAP
financial measures to their most directly comparable GAAP measures included in
the press release and on the Investors section of the companys website located
at www.formfactor.com.
Item 5.02. Election
of Director.
The
Board of Directors of FormFactor, Inc. appointed Dr. Chenming Hu to
the Governance Committee of the companys Board of Directors effective as of January 25,
2010. Dr. Hu, currently the TSMC Distinguished Chair Professor of
Microelectronics in Electrical Engineering and Computer
Sciences at the University of California, Berkeley, was elected to the FormFactor Board of Directors effective as of December 10,
2009.
Item 9.01.
Financial Statements and Exhibits
.
Exhibit
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Number
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Exhibit Title or Description
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99.01
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Press Release dated
January 28, 2010
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The
information in Items 2.02 and 9.01 of this current report and the accompanying
exhibit shall not be incorporated by reference into any filing of FormFactor
with the Securities and Exchange Commission, whether made before or after the
date hereof, regardless of any general incorporation language in such filing,
unless expressly incorporated by specific reference in such filing. The
information in Items 2.02 and 9.01 of this current report and the accompanying
exhibit 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 or Sections 11 and 12(a)(2) of the
Securities Act of 1933, as amended.
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 hereunto
duly authorized.
Date:
January 28, 2010
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FORMFACTOR,
INC.
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By:
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/s/
JEAN B. VERNET
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Jean
B. Vernet
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Chief
Financial Officer
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3
EXHIBIT INDEX
Exhibit
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Number
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Exhibit Title or Description
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99.01
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Press Release dated
January 28, 2010
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4
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