Current Report Filing (8-k)
16 Giugno 2014 - 7:37PM
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):
June 16, 2014
LIMELIGHT NETWORKS, INC.
(Exact name of Registrant as specified in its charter)
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Delaware | | 001-33508 | | 20-1677033 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
222 South Mill Avenue, 8th Floor
Tempe, AZ 85281
(Address, including zip code, of principal executive offices)
(602) 850-5000
(Registrant’s telephone number, including area code)
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 230.425) |
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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 240.13e-4(c)) |
On June 15, 2014, Limelight Networks, Inc. (the “Company”) announced that it had received an unsolicited offer to purchase the company from an entity that management believed to be a non-credible source.
Reference is hereby made to the press release attached as Exhibit 99.1 to this Current Report on Form 8-K.
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Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit Number | | Description |
99.1 | | Limelight Networks, Inc. Press Release dated June 15, 2014 (furnished herewith). |
SIGNATURES
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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| | | | LIMELIGHT NETWORKS, INC. |
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Dated: June 16, 2014 | | | | By: | | /s/ Philip C. Maynard |
| | | | | | Philip C. Maynard Senior Vice President, Chief Legal Officer and Secretary |
EXHIBIT INDEX
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Exhibit Number | | Description |
99.1 | | Limelight Networks, Inc. Press Release dated June 15, 2014 (furnished herewith). |
Limelight Network Receives Unsolicited Offer to Purchase from Questionable Source
Management Does Not Believe Proposed Acquirer Has the Ability to Complete Transaction
TEMPE, Ariz., June 15, 2014 -- Limelight Networks (Nasdaq:LLNW), a global leader in digital content delivery, today announced that it has received an unsolicited offer to purchase the company from an entity that management believes is a non-credible source. Under the proposal, first reported by media outlets, then confirmed via phone and follow up email, on June 13, Tuition Build Inc. has offered to purchase and take private Limelight Networks for $644.7 million or $6.55 per share if certain unspecified financial thresholds were satisfied.
Representatives of the company contacted Tuition Build to make inquiries regarding its proposal and ability to complete the proposed transaction. Based on these inquiries, as well as independent investigations of Tuition Build, management has concluded that Tuition Build does not have the experience, credentials, financial resources, or capability to complete the proposed transaction, and that Tuition Build’s stated interest in acquiring Limelight Networks is not an actionable proposal. Accordingly, management believes current and prospective investors in Limelight Networks should disregard Tuition Build’s proposal.
Safe-Harbor Statement
This press release contains forward-looking statements. Forward-looking statements represent the current judgment and expectations of Limelight Networks and are not guarantees and are subject to a number of risks and uncertainties that could cause actual results to differ materially including, but not limited to, risks and uncertainties discussed in the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission and the final review of the results and amendments and preparation of quarterly or annual financial statements, including consultation with our outside auditors. Accordingly, readers are cautioned not to place undue reliance on any forward-looking statements. The Company assumes no duty or obligation to update or revise any forward-looking statements for any reason.
About Limelight
Limelight Networks (NASDAQ: LLNW), a global leader in digital content delivery, empowers customers to better engage digital audiences by enabling them to manage and deliver digital content on any device, anywhere in the world. The Company's award winning Limelight Orchestrate™ platform includes an integrated suite of content delivery technology and services that helps organizations deliver exceptional multi-screen
experiences, improve brand awareness, drive revenue, and enhance customer relationships — all while reducing costs. For more information, please visit www.limelight.com, read our blog, and be sure to follow us on Twitter at www.twitter.com/llnw.
famaPR on behalf of Limelight Networks
Ted Weismann, 617-986-5009
limelight@famapr.com
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