SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): February 29, 2000
ACTUATE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-24607 94-3193197
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
999 Baker Way, Suite 200 San Mateo, California 94404
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (650) 425-2300
Item 2. Acquisition or Disposition of Assets
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Actuate Corporation ("Actuate"), a Delaware corporation, acquired
Open Software Technology, LLC ("OST"), a New Jersey Limited Liability Company,
in exchange for cash and shares of Actuate Common Stock (the "Exchange"). The
Exchange was accomplished pursuant to the terms of a Purchase Agreement
(attached as Exhibit 2.1 hereto), dated February 29, 2000 (the "Purchase
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Agreement"), by and among Actuate, Rohit Mathur, Barry Clague, Anita Gupta and
Sowmya Narayan (collectively, the "Owners"). The terms of the Purchase
Agreement reflected the arm's-length negotiations among the parties.
Pursuant to the terms of the Purchase Agreement, all issued and
outstanding Membership Interests of OST were exchanged for 51,282 shares of
Actuate Common Stock, $9,333,334 and the net assets of OST as of closing.
Under the terms of the Purchase Agreement, approximately ten percent (10%) of
the aggregate consideration to be received by the Owners was placed in an
escrow account with Greater Bay Trust Company as security for the agreement of
the Owners to indemnify Actuate for certain contingencies.
Item 7. Financial Statements and Exhibits.
(a) The Registrant is required to file the financial statements
of OST. Such financial statements will be filed by amendment not later than 60
days after the date this report on Form 8-K must be filed.
(b) The Registrant is required to file pro forma financial
information in connection with the acquisition. Such pro forma financial
information will be filed by amendment not later than 60 days after the date
this report on Form 8-K must be filed.
(c) Exhibits:
Exhibit Description
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2.1 Form of Purchase Agreement dated February 29, 2000,
by and among Actuate Corporation, Rohit Mathur,
Barry Clague, Anita Gupta and Sowmya Narayan.
SIGNATURES
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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.
Actuate Corporation
Date: March 10, 2000 /s/ William P. Garvey
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William P. Garvey
Secretary