UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 1, 2012 |
Lionbridge Technologies, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| | | |
| Delaware | 000-26933 | 04-3398462 |
_____________________
(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| | | |
| 1050 Winter Street, Suite 2300, Waltham, Massachusetts | | 02451 |
_________________________________
(Address of principal executive offices) | | ___________
(Zip Code) |
| | | |
| Registrant’s telephone number, including area code: | | 781-434-6000 |
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously reported, on June 1, 2012, Lionbridge Technologies, Inc. (the "Company") entered into a Unit Purchase Agreement (the "UPA") with and among Steven R. Booher and Steven R. Booher as Trustee of the Steven R. Booher Declaration of Trust dated May 25, 2011 (the "Seller"), providing for the acquisition on June 1, 2012 by the Company of all of the outstanding units of Productive Resources, LLC. ("PRI") held by Seller, for consideration of approximately $12 million in cash, subject to adjustments for closing working capital, cash positions and other customary post-closing events. As a result of the acquisition, PRI became a wholly owned subsidiary of Lionbridge.
The pro forma combined condensed financial statements filed herewith have been prepared accounting for the merger using the purchase method of accounting.
Item 9.01 Financial Statements and Exhibits.
( a ) Financial Statements of Business Acquired
Included herein as Exhibits 99.1 and 99.2
( b ) Pro Forma Financial Information
Included herein as Exhibits 99.3
( c ) Exhibits
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.
| | | | | |
| | | Lionbridge Technologies, Inc. |
| | | | | |
| August 9, 2012 | | By: | | Donald M. Muir
|
| | | | |
|
| | | | | Name: Donald M. Muir |
| | | | | Title: CFO |
Exhibit Index
| | | |
| Exhibit No. | | Description |
| |
|
23.1 | | Consent of Alerding & Co. LLC |
99.1 | | Consolidated Financial Statements of Productive Resources, LLC December 31, 2011 and 2010 |
99.2 | | Consolidated Financial Statements (unaudited) of Productive Resources, LLC March 31, 2012 and 2011 |
99.3 | | Pro Forma Combined Condensed Financial Statements (unaudited) |
