-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RKd2zowb8C6aBPYaHw8v8d2AqGDxHHInaTXmal+UittMjc4Q22r5qxKRSrKqMCIi f1ABDJUmJTbhYPa8g3LSbQ== 0001157523-09-005307.txt : 20090730 0001157523-09-005307.hdr.sgml : 20090730 20090729174810 ACCESSION NUMBER: 0001157523-09-005307 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090729 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090730 DATE AS OF CHANGE: 20090729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTUATE CORP CENTRAL INDEX KEY: 0001062478 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943193197 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24607 FILM NUMBER: 09971329 BUSINESS ADDRESS: STREET 1: 2207 BRIDGEPOINTE PARKWAY STREET 2: SUITE 500 CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: 650.645.3000 MAIL ADDRESS: STREET 1: 2207 BRIDGEPOINTE PARKWAY STREET 2: SUITE 500 CITY: SAN MATEO STATE: CA ZIP: 94404 FORMER COMPANY: FORMER CONFORMED NAME: ACTUATE SOFTWARE CORP DATE OF NAME CHANGE: 19980527 8-K 1 a6018471.htm ACTUATE CORPORATION 8-K

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

July 29, 2009

Date of Report (Date of earliest event reported)

Actuate Corporation
(Exact name of registrant as specified in its charter)

Delaware

0-24607

94-3193197

(State of Incorporation)

(Commission File Number)

(IRS Employer

Identification Number)

2207 Bridgepointe Parkway
Suite 500
San Mateo, California 94404
(Address of principal executive offices)(Zip Code)
(650) 645-3000
(Registrant’s telephone number, including area code)

(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:

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 8.01.    Other Events.                                                     

On July 29, 2009, the Company announced that its Board of Directors approved the repurchase of its common stock during the third calendar quarter of 2009 in an amount not to exceed $10,000,000. The stock repurchases may, at the discretion of the Company's management, be made from time to time on the open market or in privately negotiated transactions.  

Under the stock repurchase program, the Company may repurchase shares of its common stock from time to time in compliance with SEC regulations and subject to market conditions. The stock repurchase program does not require the Company to acquire any specific number of shares, and the Company may terminate the program at any time. Subject to the $10,000,000 limitation, the timing and quantity of any stock repurchases will be at the sole discretion of the Company.

On July 29, 2009, Actuate Corporation issued a press release announcing the stock repurchase program. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01     Financial Statements and Exhibits.

  (d) Exhibits.
 
Exhibit No. Description
 
99.1 Press release dated July 29, 2009.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Actuate Corporation

 

 

Date:

July 29, 2009

By:

/s/ Peter I. Cittadini

Name:

Peter I. Cittadini

Title:

President and Chief Executive Officer


INDEX TO EXHIBITS

Exhibit No.   Description
 
99.1 Press release dated July 29, 2009.

EX-99.1 2 a6018471ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Actuate Announces Stock Repurchase Program

SAN MATEO, Calif.--(BUSINESS WIRE)--July 29, 2009--Actuate Corporation (NASDAQ:ACTU), the people behind BIRT, today announced that its Board of Directors has approved a share repurchase program of up to an aggregate of $10,000,000. Actuate intends to fund its repurchase program with existing cash and cash equivalents.

The timing and amount of any repurchases will be determined by Actuate’s management based on its evaluation of market conditions, regulatory considerations and other factors. The repurchase will be made from time to time on the open market at prevailing market prices, in negotiated transactions off the market, or pursuant to a 10b5-1 plan adopted by the company which permits the company to repurchase its shares during periods in which the company may be in possession of material non-public information. Actuate Corporation is not obligated to repurchase shares, and purchases will be subject to availability, regulatory constraints and general economic conditions. This program may be suspended or discontinued at any time, and there can be no assurance that any such purchases will be made.

Actuate – the people behind BIRT

Actuate founded and continues to co-lead the Eclipse BIRT open source project. BIRT is the premier development environment for Rich Information Applications that present data in compelling and interactive ways via the web on any device. Actuate and its people are dedicated to making BIRT the best environment for our customers to develop Web 2.0 applications that drive revenue through higher customer satisfaction/loyalty and improve operational performance. The people of Actuate continually participate in and provide resources for the vibrant open source community that has emerged around BIRT. Anybody can participate in the BIRT movement by visiting www.birt-exchange.com.


Actuate offers value-add BIRT products and services that speed the development process and bring additional functionality, interactivity and enterprise scalability to BIRT-based Rich Information Applications. Actuate has over 4,400 customers globally in a diverse range of business areas including financial services and the public sector. Founded in 1993, Actuate is headquartered in San Mateo, California, with offices worldwide. Actuate is listed on NASDAQ under the symbol ACTU. For more information, visit the company's web site at www.actuate.com.

Cautionary Note Regarding Forward Looking Statements: The statements contained in this press release that are not purely historical are forward looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. These include statements regarding Actuate’s expectations, beliefs, hopes, intentions or strategies regarding the future. All such forward-looking statements are based upon information available to Actuate as of the date hereof, and Actuate disclaims any obligation to update or revise any such forward-looking statements based on changes in expectations or the circumstances or conditions on which such expectations may be based. Actual results could differ materially from Actuate’s current expectations. Factors that could cause or contribute to such differences include, but are not limited to, the general spending environment for information technology products and services in general and Rich Internet Application software in particular, quarterly fluctuations in our revenues and other operating results, our ability to expand our international operations, our ability to successfully compete against current and future competitors, the impact of future acquisitions (including the performancesoft, Inc. acquisition) on the Company’s financial and/or operating condition, the ability to increase revenues through our indirect distribution channels, general economic and geopolitical uncertainties and other risk factors that are discussed in Actuate’s Securities and Exchange Commission filings, specifically Actuate 2008 Annual Report on Form 10-K filed on March 12, 2009.

Copyright © 2009 Actuate Corporation. All rights reserved. Actuate and the Actuate logo are registered trademarks of Actuate Corporation and/or its affiliates in the U.S. and certain other countries. All other brands, names or trademarks mentioned may be trademarks of their respective owners.

CONTACT:
Market Street Partners for Actuate Corporation
Karen Haus, 650-645-3555
ir@actuate.com

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