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): May 31, 2005
LTX CORPORATION
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(Exact name of registrant as specified in charter)
Massachusetts 04-2594045
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(State or other (IRS Employer
jurisdiction of incorporation) Identification No.)
50 Rosemont Road, Westwood, Massachusetts 02090
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 461-1000
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(Former name or former address, if changed since last report)
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
follow provisions (see General Instruction A.2. below):
[_] 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))
Item 1.01 Entry into a Material Definitive Agreement.
On May 31, 2005, LTX Corporation entered into a Loan and Security
Agreement with Silicon Valley Bank ("SVB") pursuant to which SVB agreed to make
a five year term loan to LTX in the amount of $60 million. The loan bears
interest at SVB's prime rate, is secured by all assets located in the United
States, and provides for payment of interest only for the initial twelve months,
followed by 48 monthly payments of principal plus interest.
Item 2.02 Results of Operations and Financial Condition.
On June 3, 2005, LTX announced its financial results for the quarter
ended April 30, 2005. The full text of the press release issued in connection
with the announcement is furnished as Exhibit 99.1 to this Current Report on
Form 8-K.
The information contained in this Form 8-K (including Exhibit 99.1)
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 (the "Exchange Act"), nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933 or the Exchange Act,
except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
The following exhibit relating to Item 2.02 shall be deemed to be
furnished, and not filed:
99.1 Press Release entitled "LTX Announces Third Quarter Financial
Results" issued by the company on June 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: June 3, 2005 LTX Corporation
By: /s/ Mark J. Gallenberger
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Mark J. Gallenberger
Vice President & Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release entitled "LTX Announces Third
Quarter Financial Results" dated June 3, 2005