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UNITED STATES
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): March 1, 2000
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TERA COMPUTER COMPANY
(Exact name of registrant as specified in its charter)
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Washington 0-26820 93-0962605
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
411 First Avenue South, Suite 600
Seattle, WA 98104-2860
(Address of principal executive offices)
Registrant's telephone number, including area code: (206) 701-2000
Registrant's facsimile number, including area code: (206) 701-2500
None
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On March 1, 2000, we entered into an Asset Purchase Agreement with Silicon
Graphics, Inc. ("SGI"). Under the agreement, we have agreed to purchase
assets related to SGI's Cray supercomputer division and assume specified
liabilities of SGI related to the division. The assets transferred will
include real property in Chippewa Falls, Wisconsin, inventory, equipment,
intellectual property rights, and other assets related to Cray's
supercomputer products and the Cray name. In addition to the assumed
liabilities, we will pay consideration consisting of cash, shares of our
common stock and a promissory note in return for the assets. The agreement is
subject to customary representations, warranties and closing conditions,
including the termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976. Although we expect to complete the
transaction within the next 60 days, we cannot be certain that the conditions
to closing will be satisfied and that the acquisition will be completed.
Upon completion of the transaction, we will file a Current Report on Form 8-K
that discloses additional information about the acquisition in accordance
with Item 2 thereof.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
TERA COMPUTER COMPANY
By: /s/ KENNETH W. JOHNSON
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Kenneth W. Johnson
Vice President - Finance
March 2, 2000
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