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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): January 3, 2001
BROADCOM CORPORATION
(Exact Name of Registrant as Specified in Charter)
California 000-23993 33-0480482
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
16215 Alton Parkway, Irvine, California 92618
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (949) 450-8700
Not Applicable
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(Former Name or Former Address, if Changed since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On January 3, 2001 Broadcom Corporation (the "Company") completed the
acquisition of VisionTech, Ltd. ("VisionTech") in accordance with the Asset
Purchase Agreement dated as of November 23, 2000, a copy of which is attached
hereto as Exhibit 2.1 and is incorporated herein by this reference.
VisionTech is a supplier of digital video/audio MPEG-2 compression and
decompression chips enabling Personal Video Recording (PVR), interactive
videoconferencing, and Internet Protocol (IP) video streaming for the consumer
electronics market.
In connection with the acquisition, the Company issued or reserved for
future issuance an aggregate of 7,964,272 shares of its Class A common stock in
exchange for substantially all of the assets of VisionTech and upon exercise of
outstanding employee stock options, warrants and other rights of VisionTech. The
consideration includes Broadcom Class A common stock reserved for future
issuance to customers upon the exercise of outstanding performance-based
warrants of VisionTech that become exercisable upon satisfaction of certain
customer purchase requirements. The share issuances were exempt from
registration pursuant to section 3(a)(10) of the Securities Act of 1933, as
amended. Portions of the shares issued will be held in escrow pursuant to the
terms of the acquisition agreement as well as various employee share repurchase
agreements.
This acquisition will be accounted for under the purchase method of
accounting. The Company expects to record a one-time charge for purchased
in-process research and development expenses related to the acquisition in its
first fiscal quarter ending March 31, 2001. The amount of the one-time charge
has not yet been determined.
The Company's press release announcing completion of the acquisition is
included herein as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired.
The financial information required by this item will be filed by
amendment within 60 days of January 18, 2001.
(b) Pro forma financial information.
The financial information required by this item will be filed by
amendment within 60 days of January 18, 2001.
(c) Exhibits.
2.1 Asset Purchase Agreement by and among Broadcom Corporation,
VisionTech, Ltd. and the Other Parties Signatory Thereto
dated as of November 23, 2000
99.1 Press Release dated January 5, 2001, of the Registrant
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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.
BROADCOM CORPORATION,
a California corporation
January 18, 2001 By: /s/ WILLIAM J. RUEHLE
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William J. Ruehle
Vice President and
Chief Financial Officer
/s/ SCOTT J. POTERACKI
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Scott J. Poteracki
Senior Director of Finance
and Corporate Controller
(Principal Accounting
Officer)
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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2.1 Asset Purchase Agreement by and among Broadcom Corporation,
VisionTech, Ltd. and the Other Parties Signatory Thereto dated as of
November 23, 2000
99.1 Press Release dated January 5, 2001, of the Registrant
