8-K 1 p15265_8-k.txt CURRENT REPORT April 11, 2002 VIA EDGAR --------- Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-1004 Attention: Filing Desk, Stop 1-4 Re: Spectrian Corporation Current Report on Form 8-K -------------------------- Ladies and Gentlemen: On behalf of Spectrian Corporation, a Delaware corporation (the "Company"), we file herewith via EDGAR one copy of a Current Report on Form 8-K for the Company reporting the execution of its Amendment No. 2 of its Purchase and Supply Agreement with UltraRF, Inc., a wholly owned subsidiary of Cree, Inc., dated April 5, 2002. Please direct any questions or comments regarding this filing to Julia Reigel at 650-320-4509 or me at 650-565-3643. Very truly yours, WILSON SONSINI GOODRICH & ROSATI Professional Corporation /s/ Robert S. Devens, Jr. ROBERT S. DEVENS, JR. Enclosures cc: Michael D. Angel 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) April 5, 2002 ------------------------------- SPECTRIAN CORPORATION -------------------------------------------------------------------------------- (Exact Name of the Registrant as Specified in Its Charter) Delaware -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-24360 77-0023003 ------------------------ ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 350 West Java Drive, Sunnyvale, California 94089 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (408) 745-5400 -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On April 5, 2002, Spectrian Corporation (the "Company") entered into Amendment No. 2 to the Purchase and Supply Agreement with UltraRF, Inc., a wholly owned subsidiary of Cree, Inc. (the "Amendment"). A copy of the Amendment is attached hereto as Exhibit 10.48.2. Exhibit 10.48.2 is incorporated by reference into this Item 5 and the foregoing description is qualified in its entirety by reference to such Exhibit. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit Number Description ------- ----------- 10.48.2 Amendment No. 2 to the Purchase and Supply Agreement, dated April 5, 2002, between the Company and UltraRF, Inc. (formerly known as Zoltar Acquisition, Inc.), a wholly owned subsidiary of Cree, Inc. ---------------------- * Confidential treatment has been requested with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange 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. Dated: April 11, 2002 SPECTRIAN CORPORATION By: /s/ Thomas H. Waechter ------------------------------------------- Thomas H. Waechter President and Chief Executive Officer By: /s/ Michael D. Angel -------------------------------------------- Michael D. Angel Executive Vice President, Finance and Administration, Chief Financial Officer and Secretary SPECTRIAN CORPORATION FORM 8-K INDEX TO EXHIBITS Exhibit Number Description ------- ----------- 10.48.2 Amendment No. 2 to the Purchase and Supply Agreement, dated April 5, 2002, between the Company and UltraRF, Inc. (formerly known as Zoltar Acquisition, Inc.), a wholly owned subsidiary of Cree, Inc. ---------------------- * Confidential treatment has been requested with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange Commission.