Amended Current Report Filing (8-k/a)
January 14 2019 - 5:27PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
8-K/A
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 5, 2018
BROADCOM INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-38449
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35-2617337
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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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1320 Ridder Park Drive, San Jose, California
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95131
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(Address of principal executive offices)
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(Zip Code)
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(408)
433-8000
(Registrants telephone number, including area code)
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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☐
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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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☐
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this
chapter) or
Rule 12b-2 of
the Securities Exchange Act of
1934 (§ 240.12b-2 of
this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Explanatory Note
On November 5, 2018, Broadcom Inc. (Broadcom) completed its previously announced acquisition of CA, Inc. (CA), pursuant to the
terms of the Agreement and Plan of Merger, dated as of July 11, 2018, by and among Broadcom, CA and the other parties named therein.
This Amendment
No. 1 on Form
8-K/A
is being filed to amend Item 9.01(a) and (b) of the Current Report on Form
8-K
that Broadcom filed with the Securities and Exchange Commission
(SEC) on November 5, 2018 regarding the completion of its acquisition of CA to include the historical financial statements of CA required by Item 9.01(a) of Form
8-K
and the pro forma
financial information required by Item 9.01(b) of Form
8-K.
Item 9.01
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Financial Statements and Exhibits.
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(a) Financial Statements of Businesses Acquired
The audited
financial statements of CA as of and for the year ended March 31, 2018, together with the notes related thereto and the Report of Independent Registered Public Accounting Firm thereon, and unaudited financial statements of CA as of and for the
six-month
period ended September 30, 2018, are filed as Exhibits 99.1 and 99.2, respectively, to this Form
8-K/A
and incorporated by reference herein.
(b) Pro Forma Financial Information
The unaudited pro forma
financial information for Broadcom, after giving effect to the acquisition of CA and adjustments described in such pro forma financial information, is attached hereto as Exhibit 99.3 and incorporated by reference herein.
(d) Exhibits
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Exhibit
No.
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Description
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23.1
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Consent of Independent Registered Public Accounting Firm, KPMG LLP
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99.1
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Audited consolidated financial statements of CA as of March 31, 2018 and for the year ended March
31, 2018 and the notes related thereto and the Report of Independent Registered Public Accounting Firm thereon (incorporated by reference to pages 61 through 98 of CAs Annual Report on Form
10-K
for the year
ended March 31, 2018 (SEC File
No. 001-09247),
filed with the SEC on May 9, 2018)
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99.2
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Unaudited condensed consolidated financial statements of CA as of September
30, 2018 and for the
six-month
period ended September 30, 2018 and the notes related thereto (incorporated by reference to pages 2 through 47 of CAs Quarterly Report on Form
10-Q
for the quarter ended September 30, 2018 (SEC File
No. 001-09247),
filed with the SEC on November 7, 2018)
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99.3
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Unaudited Pro Forma Condensed Combined Balance Sheet as of November 4, 2018 and the Unaudited Pro Forma Condensed Combined Statement of Operations for the fiscal year ended November
4, 2018, giving effect to the acquisition of CA
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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 INC.
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Date: January 14, 2019
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By:
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/s/ Thomas H. Krause, Jr.
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Name:
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Thomas H. Krause, Jr.
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Title:
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Chief Financial Officer
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