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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
AMENDMENT NO. 1
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 27, 2000
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RED HAT, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-26281 06-1364380
(State or Other Jurisdiction (Commission (I.R.S. Employer
Of Incorporation File Number) Identification No.)
2600 Meridian Parkway
Durham, North Carolina 27713
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (919) 547-0012
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Item 2. Acquisition or Disposition of Assets
On August 11, 2000, Red Hat, Inc. ("Red Hat") filed a Form 8-K to report
completion of its acquisition of WireSpeed Communications Corporation, a
privately held Alabama corporation ("WireSpeed"). This amendment is filed to
provide the financial information required by Item 7 of Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Businesses Acquired.
The following historical financial statements of WireSpeed, together
with the report thereon signed by PricewaterhouseCoopers LLP, are filed as
Exhibit 99.1 to this report:
1. Balance Sheet at December 31, 1999 and March 31, 2000 (unaudited);
2. Statement of Operations for the year ended December 31, 1999 and three
months ended March 31, 2000 (unaudited);
3. Statements of Changes in Stockholders Deficit for the year ended
December 31, 1999 and three months ended March 31, 2000 (unaudited);
4. Statement of Cash Flows for the for the year ended December 31, 1999
and three months ended March 31, 2000 (unaudited); and
5. Notes to Financial Statements.
(b) Pro Forma Financial Information
The unaudited pro forma combined balance sheets as of February 29, 2000 and
May 31, 2000, and the unaudited pro forma combined statements of operations for
the fiscal year ended February 29, 2000 and the three months ended May 31, 2000
are filed as Exhibit 99.2 to this report.
(c) Exhibits
Exhibit No. Description
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2.1 Stock Purchase Agreement, dated June 13, 2000, by and among
Red Hat, WireSpeed, the stockholders of WireSpeed and Andrew
Bailey, as Securityholder Agent*
2.2 Amendment to Stock Purchase Agreement, dated July 27, 2000, by
and among Red Hat, WireSpeed, the stockholders of WireSpeed
and Andrew Bailey, as Securityholder Agent*
23.1 Consent of PricewaterhouseCoopers LLP
99.1 WireSpeed Historical Financial Statements
99.2 Pro Forma Financial Statements
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* Previously filed.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this current report on Form 8-K/A to be signed on its
behalf by the undersigned hereunto duly authorized.
RED HAT, INC.
By: /s/ Mark H. Webbink
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Mark H. Webbink
General Counsel
Dated: October 6, 2000
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