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): March 16, 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.)
701 Gateway Boulevard, South San Francisco, California 94080
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (650) 837-2000
Item 2. Acquisition or Disposition of Assets
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Actuate Corporation ("Actuate"), a Delaware corporation, acquired all
the assets of EnterpriseSoft, a sole proprietorship, in exchange for cash and
shares of Actuate Common Stock (the "Exchange"). The Exchange was accomplished
pursuant to the terms of an Asset Purchase Agreement (attached as Exhibit 2.1
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hereto), dated March 16, 2000 (the "Purchase Agreement"), by and between Actuate
and EnterpriseSoft. The terms of the Purchase Agreement reflected the arm's-
length negotiations among the parties.
Pursuant to the terms of the Purchase Agreement, all the assets of
EnterpriseSoft, which included certain intellectual property and computer
equipment, were exchanged for 100,000 shares of Actuate Common Stock and
$2,450,000 from the Company's cash account. The computer equipment acquired was
used in the development of software and Actuate intends to use such equipment in
the same manner. Under the terms of the Purchase Agreement, approximately ten
percent (10%) of the aggregate consideration to be received by EnterpriseSoft
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 not required to file the financial statements of
EnterpriseSoft.
(b) The Registrant is not required to file pro forma financial
information in connection with the acquisition.
(c) Exhibits:
Exhibit Description
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2.1 Form of Purchase Agreement dated March 16, 2000, by and
between Actuate Corporation and EnterpriseSoft.
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 27, 2000 /s/ William P. Garvey
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William P. Garvey
Secretary