0001002517-12-000010.txt : 20121217 0001002517-12-000010.hdr.sgml : 20121217 20121217163448 ACCESSION NUMBER: 0001002517-12-000010 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121001 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121217 DATE AS OF CHANGE: 20121217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Nuance Communications, Inc. CENTRAL INDEX KEY: 0001002517 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943156479 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-27038 FILM NUMBER: 121269001 BUSINESS ADDRESS: STREET 1: 1 WAYSIDE ROAD CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 781-565-5000 MAIL ADDRESS: STREET 1: 1 WAYSIDE ROAD CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: SCANSOFT INC DATE OF NAME CHANGE: 19990312 FORMER COMPANY: FORMER CONFORMED NAME: VISIONEER INC DATE OF NAME CHANGE: 19951020 8-K/A 1 jata8-ka.htm 8-K/A JATA 8-K/A



 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________ 
FORM 8-K/A
__________________________________ 
CURRENT REPORT
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): October 1, 2012

NUANCE COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Delaware
 
000-27038
 
94-3156479
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
1 Wayside Road
Burlington, Massachusetts 01803
(Address of Principal Executive Offices)
 
(781) 565-5000
(Registrant's 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. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))










Item 2.01.
Completion of Acquisition or Disposition of Assets.
On October 5, 2012, Nuance Communications, Inc. (“Nuance”) filed a Current Report on Form 8-K to report the acquisition of J.A. Thomas and Associates, Inc. (“JATA”) pursuant to a Stock Purchase Agreement, dated as of October 1, 2012, by and among Nuance, JATA and the stockholders of JATA. At the time of the closing, Nuance estimated the transaction to be significant for purposes of Item 2.01 of Form 8-K based on JATA's preliminary financial information for the year ended December 31, 2011. The audited financial statements for JATA are now completed, and based on audited reported results, the transaction is not significant for purposes of Item 2.01 of Form 8-K and therefore we are not required to file the historical financial statements for JATA.


Item 9.01.
Financial Statements and Exhibits.
(a)
Financial Statements of Business Acquired
Not applicable.
(b)
Pro Forma Financial Information
Not applicable
(c)
Shell Company Transactions
Not Applicable
(d)
Exhibits
2.1 *
Stock Purchase Agreement by and among Nuance, J.A. Thomas and Associates, Inc., the shareholders of J.A. Thomas and Associates and Donald Leeper, as the shareholder representative, dated October 1, 2012.
* Previously filed.









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.
 
 
 
 
 
 
 
 
 
 
 
 
NUANCE COMMUNICATIONS, INC.
 
 
 
 
Date: December 17, 2012
 
 
 
By:
 
/s/ Thomas L. Beaudoin
 
 
 
 
 
 
Thomas L. Beaudoin
Chief Financial Officer