-----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, C9ujaP8rR5bJbpmBcsRKcHQNguIlCPRJs/8RyH6iKJ1KEuWVopSpXRxOjKnXrnnQ T4QOnkTJYPcfcr6l262B2Q== 0000896841-98-000018.txt : 19980819 0000896841-98-000018.hdr.sgml : 19980819 ACCESSION NUMBER: 0000896841-98-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980818 ITEM INFORMATION: FILED AS OF DATE: 19980818 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVID TECHNOLOGY INC CENTRAL INDEX KEY: 0000896841 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 042977748 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21174 FILM NUMBER: 98693510 BUSINESS ADDRESS: STREET 1: METROPOLITAN TECHNOLOGY PARK STREET 2: ONE PARK WEST CITY: TEWKSBURY STATE: MA ZIP: 01876 BUSINESS PHONE: 5086406789 8-K 1 FORM 8-K FOR AVID TECHNOLOGY, INC. AVID TECHNOLOGY, INC. Metropolitan Technology Park One Park West Tewksbury, MA 01876 August 18, 1998 OFIS Filer Support SEC Operations Center 6432 General Green Way Alexandria, VA 22312-2413 Ladies and Gentlemen: Pursuant to regulations of the Securities and Exchange Commission, submitted herewith for filing on behalf of Avid Technology, Inc. is the Company's Form 8-K dated the 18th day of August, 1998. This filing is being effected by direct transmission to the Commission's EDGAR System. Very truly yours, /s/ Peter T. Johnson Peter T. Johnson Vice President, Chief Legal Officer SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): AUGUST 3, 1998 AVID TECHNOLOGY, INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 0-21174 04-2977748 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation or Organization) File Number) Identification No.) METROPOLITAN TECHNOLOGY PARK, ONE PARK WEST TEWKSBURY, MASSACHUSETTS 01876 (Address of Principal Executive Offices) (Zip Code) 978-640-6789 (Registrant's telephone number, including area code) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On August 3, 1998, Avid Technology, Inc. ("Avid") acquired from Microsoft Corporation ("Microsoft") all of the outstanding capital stock of, and certain assets relating to the business of, Microsoft's wholly owned Canadian subsidiary, Softimage Inc. ("Softimage"), on the closing of the transactions contemplated in the Stock and Asset Purchase Agreement dated June 15, 1998 among Avid, Microsoft and Softimage. At the closing, Avid paid $79 million in cash (from its cash balance) to Microsoft and issued to Microsoft (i) a subordinated note (the "Note") in the amount of $5 million, (ii) 2,344,490 shares of Avid's Common Stock and (iii) a ten-year warrant to purchase 1,155,235 shares of Avid's Common Stock at an exercise price of $47.65 per share. In addition, Avid agreed to issue options, with a nominal exercise price, to Softimage employees to purchase up to 1,911,846 shares of Avid's Common Stock ("Avid Options") to replace unvested Microsoft options that were forfeited in the transaction. The principal amount of the Note will be increased by $39.71 for each share underlying forfeited Avid Options. The purchase consideration described above was determined pursuant to an arm's length transaction. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) The financial statements of Softimage that are required to be filed pursuant to this item will be filed by amendment on or before October 19, 1998. (b) The pro forma financial information that is required to be filed pursuant to this item will be filed by amendment on or before October 19, 1998. (c) Exhibits: 2.1 Stock and Asset Purchase Agreement dated June 15, 1998 among Avid, Microsoft and Softimage, which is incorporated herein by reference to Exhibit 2.1 to the registrant's Quarterly Report on Form 10-Q under the Securities Exchange Act of 1934, for the fiscal quarter ended June 30, 1998, as filed with the Commission on August 12, 1998 (Commission File No. 0-21174). Exhibits not filed herewith will be provided to the Securities and Exchange Commission upon request by the Commission. SIGNATURES 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. AVID TECHNOLOGY, INC. Date: August 18, 1998 By: /s/ William L. Flaherty ---------------- ------------------------ William L. Flaherty Senior Vice President of Finance, Chief Financial Officer and Treasurer (Principal Financial Officer) -----END PRIVACY-ENHANCED MESSAGE-----