Current Report Filing (8-k)
December 03 2012 - 4:57PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): November 28, 2012
ENTROPIC COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33844
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33-0947630
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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6290 Sequence Drive
San Diego, CA 92121
(Address of principal executive offices and zip
code)
Registrants telephone number, including area code: (858) 768-3600
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 2.05. Costs Associated with Exit or Disposal Activities.
On November 28, 2012, Entropic Communications, Inc. (the Company) committed to a program to rebalance its operations in
an attempt to leverage synergies from its acquisitions, optimize resources around the projects and customers that drive the maximum growth of its businesses, and meet its financial objectives.
Specifically, the Company is reducing its personnel by 40 employees or approximately 6% of its workforce. As a result, the Company
expects to incur a pre-tax restructuring charge of approximately $0.9 million in the fourth quarter of 2012, representing employee-related costs which will result in cash expenditures of approximately $0.9 million, the majority of which is expected
to be paid during the fourth quarter of 2012.
The Company currently estimates that the full annualized costs associated with
the 40 employees is approximately $4.2 million.
Forward-Looking Statements
Statements in this Current Report on Form 8-K that are not strictly historical are forward-looking and involve a high
degree of risk and uncertainty, including, but not limited to, the cost savings and other benefits that the Company anticipates will result from the rebalancing of its operations, which is prospective. Such statements are only predictions, and
actual events or results may differ materially from those projected in such forward-looking statements. Factors that could cause or contribute to the differences include, but are not limited to, the Companys ability to successfully implement
its rebalancing program to leverage synergies and optimize its resources; the impact of the rebalancing program on the Companys business, including a potential adverse effect on revenues and the Companys other financial results;
unanticipated charges not currently contemplated that may occur as a result of the rebalancing program, and risks and other uncertainties more fully described in the Companys filings with the Securities and Exchange Commission, including, but
not limited to, the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2012. These forward-looking statements speak only as of the date hereof, and the Company expressly disclaims any intent or obligation to update
these forward-looking statements.
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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, thereunto duly authorized.
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E
NTROPIC
C
OMMUNICATIONS
, I
NC
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Dated: December 3, 2012
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By:
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/s/ Lance W. Bridges
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Lance W. Bridges, Esq.
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Senior Vice President and General Counsel
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