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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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):
April 27, 2004
EXTENDED SYSTEMS INCORPORATED
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 000-23597 82-0399670
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(STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NUMBER)
5777 NORTH MEEKER AVENUE
BOISE, IDAHO 83713
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(208) 322-7575
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Extended Systems Incorporated ("ESI") entered into a Binding
Memorandum of Understanding effective April 27, 2005 (the "Agreement") with
Agilent Technologies Singapore Pte. Ltd. ("Agilent"), a subsidiary of U.S.-based
Agilent Technologies, Inc., Korea-based Samsung Electronics Co., Ltd.,
("Samsung"), and two Samsung U.S. affiliates. The Agreement resolves a lawsuit
in which ESI had sought, among other things, to recover damages or unpaid
royalties due as a result of Samsung's use of ESI's XTNDAccess(TM) IrDA Software
Development Kit (SDK) and XTNDAccess(TM) IrFM SDK solutions (collectively, "Ir
Software") in combination with Agilent transceiver products. Under the term of
the Agreement, ESI entered into a royalty-bearing license with Samsung for
future use of Ir Software. ESI also granted Samsung an option to purchase for a
lump sum a two-year license to use ESI's Ir Software and its XTNDConnect PC
software in Samsung cell phones. At the conclusion of the two-year paid up
licenses, Samsung would have the option to continue to license the software at
royalty rates not greater than those set out in the Agreement. In addition to
$1.5 million in payments received by ESI in March and April 2005 toward claims
asserted in the lawsuit, the Agreement also provides that Samsung and Agilent
will pay ESI an additional $1.25 million by May 27, 2005, $2.0 million by August
31, 2005 and a final installment of $1.0 million by December 1, 2005.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On May 3, 2005, ESI issued a press release that contained financial
data for the third quarter of fiscal 2005 ended March 31, 2005 and that provided
initial financial guidance for the fourth quarter of fiscal 2005. A copy of the
press release is attached as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
EXHIBIT DESCRIPTION
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99.1 Press Release of Extended Systems Incorporated
dated May 3, 2005
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.
Date: May 3, 2005 EXTENDED SYSTEMS INCORPORATED
By: /s/ VALERIE A. HEUSINKVELD
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Valerie A. Heusinkveld
Chief Financial Officer
(principal financial and accounting
officer)
EXHIBIT INDEX
Exhibit
Number
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99.1 Press Release of Extended Systems Incorporated dated May 3, 2005.