UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 23, 2005
ARIBA, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware | | 000-26299 | | 77-0439730 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| 807 11th Avenue, Sunnyvale, California | | 94089 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (650) 390-1000
Same
(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 2.05. | Costs Associated with Exit or Disposal Activities. |
As previously reported on the Current Report on Form 8-K filed on May 24, 2005, on May 23, 2005, Ariba, Inc. (“Ariba”) began to implement certain restructuring actions (the “Restructuring”) intended to better align Ariba’s expenses with its revenue levels and to enable the company to invest in certain strategic growth initiatives.
On July 21, 2005, Ariba announced its financial results for the third quarter of fiscal year 2005, ended June 30, 2005, and updated its actual Restructuring-related costs for that quarter and its estimates for Restructuring-related costs for the fourth quarter of fiscal year 2005 and subsequent quarters. Ariba incurred severance-related cash charges of $2.8 million for the third quarter, and expects to incur total severance-related cash charges of approximately $6 - $8 million, approximately $2.5 million of which it expects to incur in the fourth quarter of fiscal year 2005 and approximately $1 - $3 million of which it expects to incur in subsequent quarters. In addition, Ariba expects to incur approximately $1.5 million in non-cash charges in connection with the facilities-related portion of the Restructuring, all of which it expects to incur in the fourth quarter of fiscal year 2005.
Ariba Safe Harbor
Safe Harbor Statement under the Private Securities Litigation Reform Act 1995: Information and announcements in this report involve Ariba’s expectations, beliefs, hopes, plans, intentions or strategies regarding the future and are forward-looking statements that involve risks and uncertainties. All forward-looking statements included in this report are based upon information available to Ariba as of the date of the report, and Ariba assumes no obligation to update any such forward-looking statements. These statements are not guarantees of future performance and actual results could differ significantly from Ariba’s current expectations. For example, there can be no assurance that total or quarterly facilities or severance-related non-cash or cash charges will be within the currently anticipated ranges. Factors that might cause or contribute to such a discrepancy include, but are not limited to: lower than anticipated reductions in headcount or expenses in connection with the Restructuring, a delay in the implementation of the Restructuring, and greater than anticipated costs resulting from the Restructuring. Factors and risks associated with Ariba’s business are discussed in Ariba’s other SEC filings, including its Annual Report on Form 10-K filed with the SEC on December 14, 2004 and amended on January 28, 2005, and its Quarterly Report on Form 10-Q filed May 10, 2005.
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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| | | ARIBA, INC. |
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Date: July 25, 2005 | | By: | | /s/ JAMES W. FRANKOLA
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| | | | | James W. Frankola |
| | | | | Executive Vice President and Chief Financial Officer |
