-----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, KUuStDO2yQ9+AiOOtk68AB39pJMgaYcJtIvowpD1haaOvTzgmNsxgYBrrROsOfVn I9ihzSEEnlJYJOTYsdK9rg== 0000891618-99-000113.txt : 19990120 0000891618-99-000113.hdr.sgml : 19990120 ACCESSION NUMBER: 0000891618-99-000113 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981228 ITEM INFORMATION: FILED AS OF DATE: 19990119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VERSANT CORP CENTRAL INDEX KEY: 0000865917 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943079392 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-28540 FILM NUMBER: 99507824 BUSINESS ADDRESS: STREET 1: 6539 DUMBARTON CIRCLE CITY: FREMONT STATE: CA ZIP: 94555 BUSINESS PHONE: 4153297500 MAIL ADDRESS: STREET 1: 6539 DUMBARTON CIRCLE CITY: FREMONT STATE: CA ZIP: 94555 FORMER COMPANY: FORMER CONFORMED NAME: VERSANT OBJECT TECHNOLOGY CORP DATE OF NAME CHANGE: 19960428 8-K 1 FORM 8-K 1 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 28, 1998 ------------------- VERSANT CORPORATION (Exact Name of Registrant as Specified in Its Charter) CALIFORNIA (State or Other Jurisdiction of Incorporation) 0-28540 94-3079392 (Commission File Number) (IRS Employer Identification No.)
6539 Dumbarton Circle, Fremont, CALIFORNIA 94555 (Address of Principal Executive Offices) (Zip Code) (510) 789-1500 (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) 2 INFORMATION TO BE INCLUDED IN THE REPORT ITEM 5. OTHER EVENTS. On December 28, 1998, Versant Corporation, a California corporation ("Registrant" or "Versant"), raised $1,443,750 in a private placement of 700,000 shares of Common Stock (the "Shares") and Warrants to purchase 350,000 shares of Common Stock (the "Warrants"). The purchase price for the Shares was $2.00 per share and the purchase price for the Warrants was $0.125 per share. The funding was provided by Special Situations Fund III LP, Special Situations Cayman LP and Special Situations Technology Fund LP ("Investors"). The Warrants issued to the Investors are exercisable by the Investors at any time into Common Stock of the Registrant at a price of $2.25 per share. The Warrants expire on December 28, 2001, or earlier under certain circumstances. Versant currently has approximately 10,150,138 shares of common stock outstanding. Neither the Shares, the Warrants nor the shares issuable upon exercise of the Warrants have been registered under the Securities Act of 1933, as amended (the "Securities Act"), and none of the Shares, Warrants or shares issuable upon exercise of the Warrants may be offered or sold in the United States absent registration or an exemption from applicable registration requirements. The Shares and the Warrants were issued pursuant to the exemption from registration provided by Section 4(2) of the Securities Act. Versant has agreed to file a registration statement for the resale of the Shares and the shares of Versant Common Ctock issuable upon exercise of the Warrants. 2 3 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. VERSANT CORPORATION Date: January 8, 1999 /s/ GARY RHEA - ------------------------ ------------------------------------------------ Gary Rhea Vice President Finance and Administration. Chief Financial Officer, Treasurer and Secretary (Duly Authorized Officer and Principal Financial Officer) 3 -----END PRIVACY-ENHANCED MESSAGE-----