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): September 12, 2000
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CERTICOM CORP.
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(Exact name of registrant as specified in its charter)
Yukon Territory, Canada 1-15010 Not Applicable
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(Province or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification No.)
Certicom Corp.
25801 Industrial Boulevard
Hayward, California 94545
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(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (510) 780-5400
Not Applicable
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(Former name or address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On September 27, 2000, we filed a Current Report on Form 8-K announcing
the acquisition of DRG Resources Group, Inc., an eCommerce security consulting
company located in Redwood City, California, which previously had acquired all
ownership interest in Digital Resources Group, LLC. This amendment to our
Current Report on Form 8-K is being filed to include the Financial Statements
and Pro Forma Financial Information required by Item 7 of Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of the Business Acquired
See Exhibit 99.1 to this Current Report.
(b) Pro Forma Financial Information
See Exhibit 99.2 to this Current Report.
(c) Exhibits
The exhibits listed below are filed as part of this Current
Report on Form 8-K.
Exhibit No. Description
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23.1 Consent of KPMG LLP
99.1 Audited Financial Statements of Digital
Resources Group, LLC as at July 31, 2000
99.2 Unaudited pro forma financial statements of
Certicom Corp. to reflect the acquisition of
Trustpoint on January 26, 2000 and DRG
Resources Group, Inc. on September 12, 2000.
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.
CERTICOM CORP.
/s/ RICHARD D. BROUNSTEIN
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Richard D. Brounstein
Senior Vice President, Finance,
Chief Financial Officer and Secretary