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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): MAY 22, 2000
AVANEX CORPORATION
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 000-29175 94-3285348
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(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
40919 ENCYCLOPEDIA CIRCLE
FREMONT, CALIFORNIA 94538
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(ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(510) 897-4188
NOT APPLICABLE
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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ITEM 5. OTHER EVENTS.
On May 22, 2000, Avanex Corporation, a Delaware corporation ("Avanex"),
Aspen Acquisition Corporation, a Delaware corporation and wholly owned
subsidiary of Avanex ("Buyer"), and Holographix Inc., a Delaware corporation
("Seller") entered into an Asset Purchase Agreement (the "Purchase Agreement"),
pursuant to which, among other things, Buyer will acquire substantially all of
the assets of the Seller in consideration for stock that will be distributed to
Seller's stockholder pursuant to a plan of dissolution which has been adopted by
the Seller and its stockholders (the "Plan of Dissolution").
The transaction is subject to certain closing conditions including the
approval of the Seller's stockholders and the expiration or termination of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976,
as amended.
The press release announcing this transaction is filed as Exhibit 99.1
hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) The financial statements are unavailable as of the date of
this filing. Such information will be filed on or before
the sixtieth day following the filing date of this Current
Report on Form 8-K.
(b) The pro forma financial information is unavailable as of
the date of this filing. Such information will be filed on
or before the sixtieth day following the filing date of
this Current Report on Form 8-K.
(c) Exhibits
2.1 Asset Purchase Agreement dated as of May 22, 2000.
99.1 Text of Press Release dated May 23, 2000.
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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.
AVANEX CORPORATION
a Delaware corporation
Dated: June 6, 2000 By: /s/ W. BRIAN KINARD
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W. Brian Kinard
Vice President and General Counsel
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EXHIBIT INDEX
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Exhibit Number Description
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2.1 Asset Purchase Agreement dated as of May 22, 2000.
99.1 Press Release dated May 23, 2000.
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