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):  December 8, 2015
 
 

 
XURA, INC.
(Exact name of registrant as specified in its charter)
 
     
Delaware
001-35572
04-3398741
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification Number)
   
200 Quannapowitt Parkway
Wakefield, Massachusetts
(Address of principal executive offices)
 
01880
(Zip Code)
 
Registrant's telephone number, including area code: (781) 246-9000

N/A
(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:
 
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 7.01.                      Regulation FD Disclosure.

On December 8, 2015, Xura, Inc. issued a press release relating to the timing for publication of selected financial information for the third fiscal quarter ended October 31, 2015. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference in its entirety herein.

 
Item 9.01.                      Financial Statements and Exhibits.

 
Exhibit No.
Description
 
99.1
Press Release of Xura, Inc., dated December 8, 2015.
 
     
The information contained in this Current Report, including the press release attached as an exhibit hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information disclosed in this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by a specific reference in such filing.




 
 

 

SIGNATURES

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.
 
 
 
XURA, INC.
   
   
 
By:
/s/ Roy Luria
   
Roy Luria
Executive Vice President, General Counsel and
Corporate Secretary
            
Date:    December 8, 2015
 
 
 
 
 
 
 

 

 

 
 

 

EXHIBIT INDEX


Exhibit No.
Description
99.1
Press Release of Xura, Inc., dated December 8, 2015.



 
Press Release
 
Investor Relations Contact:
Luke Todd
Xura
Luke.Todd@Xura.com
+1-781-213-2131

 
XURA, Inc. to Hold Conference Call to Review Fiscal 2015 Third
Quarter Results on December 15 at 8 am ET

WAKEFIELD, Mass., Dec. 8, 2015: Xura, Inc. (NASDAQ: MESG), a leading provider of digital communications services, today announced that it intends to hold its conference call to review its financial results for the third fiscal quarter of 2015 ended October 31, 2015 on Tuesday, December 15, 2015 at 8:00 am ET.

To listen to the conference call live, please dial (678) 825-8369. Please dial-in at least ten minutes before the scheduled start time. A live webcast can be accessed at www.xura.com by following the Investor Relations link to the events and presentations page under the Investor News and Event section. Following the call, a replay of the webcast will be archived in the same location.

A press release containing the company's results will be issued on Tuesday, December 15, 2015, in advance of the conference call and will be accessible on the Company's website in the same location.

The company intends to file its Form 10-Q for the periods ended October 31, 2015 by December 15, 2015, five days after the typical filing date.
 
Jacky Wu, Xura’s Chief Financial Officer, attributed the additional time to file in reporting financial results to two major transactions. He stated: “Our recent transactions have added a great deal of complexity to reporting our financial results, including the need to convert the financials of our most recent acquisition, Acision, from IFRS to U.S. GAAP.  Despite the complexities and added burdens placed on our financial reporting resources, we expect our financial results will be ready in time for our earnings call.” 
 
 
About Xura, Inc.
 
Xura, Inc. (NASDAQ: MESG) offers a portfolio of digital services solutions that enable global communications across a variety of mobile devices and platforms. We help communication service providers (“CSPs”) and enterprises navigate and monetize the digital ecosystem to create innovative, new experiences through our cloud-based offerings. Our solutions touch more than three billion end points, through 350+ service providers and enterprises in 140+ countries.  You can find us at Xura.com.
 

 
 


 
 
 

 

 
Forward-Looking Statements
 

This press release includes “forward-looking statements.” Forward-looking statements include statements of plans and objectives for future operations, statements of future economic performance, and statements of assumptions relating thereto. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “expects,” “plans,” “anticipates,” “estimates,” “believes,” “potential,” “projects,” “forecasts,” “intends,” or the negative thereof or other comparable terminology. By their very nature, forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause actual results, performance and the timing of events to differ materially from those anticipated, expressed or implied by the forward-looking statements in this press release. In this press release our statement of our expectation to complete our financial statements and report our results for the periods ended October 31, 2015 on or before December 15, 2015 is a forward looking statement.  Our failure to timely (with or without  giving effect to a permitted extension) report and file our financial results could affect investor confidence and our stock price, and would result in deficiencies under Securities and Exchange Commission and Nasdaq rules, among other matters. These risks and uncertainties discussed above, as well as others, are discussed in greater detail in our filings with the SEC. The documents and reports we file with the SEC are available through us, or our website, www.Xura.com, or through the SEC's Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) at www.sec.gov.

 

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