UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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):October 31, 2017
Symantec Corporation
(Exact Name of Registrant as Specified in its Charter)
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| Delaware | | 000-17781 | | 77-0181864 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
| 350 Ellis Street, Mountain View, CA | | 94043 |
| (Address of Principal Executive Offices) | | (Zip Code) |
| | |
| Registrant’s Telephone Number, Including Area Code (650) 527-8000 |
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below):
| | ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| | ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| | ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
On October 31, 2017, Symantec Corporation (“Symantec”) completed the previously-announced sale of certain assets of its website security and PKI solutions (“WSS”) to DigiCert Parent, Inc. (“DigiCert”) and DigiCert, Inc. (“DigiCert OpCo” and, together with DigiCert, the “DigiCert Entities”) pursuant to the terms of that certain Purchase Agreement dated as of August 2, 2017, by and among Symantec and the DigiCert Entities (the “Agreement”). Under the terms of the Agreement, the DigiCert Entities purchased certain assets and assumed certain liabilities of WSS for (i) approximately $960 million in cash and (ii) an approximate 27% equity interest in the common stock of DigiCert.
Attached as Exhibit 99.01 to this Current Report on Form8-K, and incorporated herein by this reference, is a copy of the joint press release issued by DigiCert and Symantec dated October 31, 2017, announcing the completion of the disposition.
| Item 9.01 | Financial Statements and Exhibits. |
(b) Pro forma financial information
Unaudited pro forma financial information of Symantec to give effect to the disposition of WSS is included in Exhibit 99.02 filed herewith and incorporated by reference into this Item 9.01.
(d) Exhibits
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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| | | | | | SYMANTEC CORPORATION |
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| Dated: November 2, 2017 | | | | | | By: | | /s/ | | Scott C. Taylor |
| | | | | | Name: | | | | Scott C. Taylor |
| | | | | | Title: | | | | Executive Vice President, General Counsel and Secretary |
