Techtarget Inc - Amended Current report filing (8-K/A)
January 22 2008 - 2:16PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND
EXCHANGE
COMMISSION
WASH
INGT
ON,
D.C. 20549
FORM
8-K/A
Amendment
No. 1 to Current Report Pursuant to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): November 6,
2007
TECHTARGET,
INC.
(Exact
Name of Registrant as Specified in its Charter)
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Delaware
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1-33472
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04-3483216
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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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117
Kendrick Street, Needham, MA 02494
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (781) 657-1000
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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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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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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Explanatory
Note
On
November 7, 2007, TechTarget, Inc. filed a Current Report on Form 8-K with
the
Securities and Exchange Commission, which excluded certain financial statements
that were not available at the time of filing. This Amendment No. 1 to
Current Report on Form 8-K/A amends Item 9.01 to provide the required financial
statements and pro forma financial information in connection with the
acquisition of KnowledgeStorm, Inc. Except as identified in the prior
sentence, no other items included in the Current Report on Form 8-K have been
amended.
(a)
Financial Statements of
Businesses Acquired
.
Attached
hereto as Exhibit 99.1 and incorporated by reference herein is the audited
balance sheet of KnowledgeStorm, Inc. as of December 31, 2006 and 2005 and
the
related statements of operations, changes in stockholders' deficit and cash
flows for the years then ended and the notes to the financial statements,
together with the report from the independent certified public
accountants.
Attached
hereto as Exhibit 99.2 and incorporated by
reference herein is the unaudited balance sheet of KnowledgeStorm, Inc. as
of
September 30, 2007, the related statement of changes in stockholders' deficit
for the nine months then ended, the related statements of operations and cash
flows for the nine months ended September 30, 2007 and 2006, and the notes
to the financial statements.
(b)
Pro Forma Financial
Information
.
Attached
hereto as Exhibit 99.3 and incorporated by reference herein is the unaudited
pro
forma combined balance sheet of TechTarget, Inc. and KnowledgeStorm, Inc. as
of
September 30, 2007, the unaudited pro forma combined statement of operations
of
TechTarget, Inc. and KnowledgeStorm, Inc. for the year ended December 31, 2006
and the unaudited pro forma combined statement of operations of TechTarget,
Inc.
and KnowledgeStorm, Inc. for the nine months ended September 30,
2007.
(d)
Exhibits
.
See
Exhibit Index attached hereto.
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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TechTarget,
Inc.
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Date:
January 22, 2008
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By:
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/s/ Eric
Sockol
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Eric
Sockol
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Treasurer
and Chief Financial Officer
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