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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 30, 2005
VA SOFTWARE CORPORATION
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(Exact name of Registrant as specified in its charter)
Delaware 000-28369 77-0399299
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification Number)
46939 Bayside Parkway
Fremont, California 94538
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(Address, including zip code, of principal executive offices)
Registrant's telephone number, including area code:
(510) 687-7000
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(Former name or former address, if changed since last report)
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Item 2.02. Results of Operations and Financial Condition.
On August 30, 2005, VA Software Corporation ("VA Software") issued a press
release regarding its financial results for the fourth quarter and fiscal year
ended July 31, 2005. A copy of the press release is furnished as Exhibit 99.1 to
this report.
The information in this Current Report on Form 8-K and the exhibit attached
hereto is being furnished to the Securities and Exchange Commission and shall
not be deemed "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to the liabilities of that
Section, nor shall it be deemed incorporated by reference into any filing under
the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934,
as amended.
Use of Non-GAAP Financial Information
To supplement our consolidated financial statements presented in accordance
with GAAP, VA Software uses non-GAAP measures of operating results, net loss and
loss per share, which are adjusted from results based on GAAP to exclude certain
expenses. These non-GAAP adjustments are provided to enhance the user's overall
understanding of our current financial performance and our prospects for the
future. Specifically, we believe the non-GAAP results provide useful information
to both management and investors by excluding certain expenses that we believe
are not indicative of our core operating results. In addition, because we have
historically reported non-GAAP results to the investment community, we believe
the inclusion of non-GAAP numbers provides consistency in our financial
reporting. Further, these non-GAAP results are one of the primary indicators
management uses for planning and forecasting in future periods. The presentation
of this additional information is not meant to be considered in isolation or as
a substitute for results prepared in accordance with accounting principles
generally accepted in the United States.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits:
Exhibit No. Description
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99.1 Press release issued by VA Software Corporation on
August 30, 2005.
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.
VA SOFTWARE CORPORATION.
a Delaware corporation
Dated: August 30, 2005 By: /s/ Kathleen R. McElwee
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Kathleen R. McElwee
Senior Vice President
and Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press release issued by VA Software Corporation on
August 30, 2005.
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