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): August 1, 2006
Tessera Technologies, Inc.
(Exact name of Registrant as Specified in its Charter)
| | | | |
Delaware | | 000-50460 | | 16-1620029 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
3099 Orchard Drive
San Jose, California 95134
(Address of Principal Executive Offices)
(408) 894-0700
(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):
¨ | 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 1.01. Entry into a Material Definitive Agreement
On August 1, 2006, Tessera Technologies, Inc. (“Tessera”) announced that it has entered into a definitive agreement with Infineon Technologies AG and its subsidiary, Qimonda AG (together, “Infineon”). Under the terms of the agreement, Infineon will pay $50 million in cash for a world-wide, non-exclusive, royalty-bearing license to Tessera’s Compliant Chip (TCC) technology. In connection with the agreement, Tessera and Infineon have agreed to settle all outstanding litigation between the companies.
Item 2.02. Results of Operation and Financial Condition
On August 1, 2006, Tessera Technologies, Inc. issued its second quarter 2006 press release. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.
Item 7.01. Regulation FD Disclosure
On August 1, 2006, Tessera issued a press release regarding the definitive agreement with Infineon. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| | |
Exhibit No. | | Description |
99.1 | | Press Release dated August 1, 2006 |
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.
| | | | |
Date: August 1, 2006 | | TESSERA TECHNOLOGIES, INC. |
| | |
| | By: | | /s/ Michael Forman |
| | Name: | | Michael Forman |
| | Title: | | Vice President, Finance |
2
EXHIBIT INDEX
| | |
Exhibit No. | | Description |
99.1 | | Press Release dated August 1, 2006 |
3