- Current report filing (8-K)
November 17 2008 - 5:29PM
Edgar (US Regulatory)
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): November 17, 2008 (November 17, 2008)
TRANSMETA CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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000-31803
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77-0402448
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(Commission
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(IRS Employer
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File Number)
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Identification No.)
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2540 Mission College Boulevard, Santa Clara, CA
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95054
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(Address of principal executive offices)
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(Zip Code)
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(408) 919-3000
(Registrants telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.4225)
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þ
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13-3-4(c))
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TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition.
On November 17, 2008, Transmeta Corporation, a Delaware corporation (Transmeta), issued a
press release announcing its financial results for the quarter ended September 30, 2008. A copy of
the press release is attached to this Current Report as Exhibit 99.1 and is incorporated herein by
reference.
Item 8.01 Other Events.
On November 17, 2008, Transmeta issued a press release announcing that it had entered into a
definitive agreement to be acquired by Novafora, Inc. (Novafora). A copy of the press release is
attached to this Current Report as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
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Number
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Exhibit Title or Description
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99.1
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Press release dated November 17, 2008 announcing Transmetas
financial results for the quarter ended September 30, 2008.
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99.2
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Press release dated November 17, 2008 announcing Transmetas
entering into definitive agreement to be acquired by Novafora,
Inc.
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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.
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TRANSMETA CORPORATION
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Date: November 17, 2008
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By:
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/s/ John OHara Horsley
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John OHara Horsley,
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Executive Vice President,
General Counsel & Secretary
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Exhibit Index
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Exhibit
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Number
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Exhibit Title or Description
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99.1
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Press release dated November 17, 2008 announcing Transmetas
financial results for the quarter ended September 30, 2008.
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99.2
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Press release dated November 17, 2008 announcing Transmetas
entering into definitive agreement to be acquired by Novafora,
Inc.
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