Verigy Ltd. - Current report filing (8-K)
November 27 2007 - 3:11PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
November
27, 2007
VERIGY
LTD.
(Exact
name of registrant as specified in its charter)
Singapore
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000-52038
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N/A
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(State or Other
Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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Verigy Ltd.
No. 1 Yishun Ave. 7
Singapore 768923
(Address
of principal executive offices, including zip code)
+65 6755-2033
(Registrants
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 (see
General Instruction A.2. below):
o
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02 Results of Operations and
Financial Condition.
On
November 27, 2007, Verigy Ltd. issued a press release regarding Verigys
financial results for its fiscal quarter and year ended October 31, 2007. A
copy of Verigys press release is attached hereto as Exhibit 99.1.
The
Company includes in the press release certain non-GAAP financial measures,
including non-GAAP net income. As required by Regulation G, the press release
contains a reconciliation of the non-GAAP financial measures to the most
directly comparable GAAP measures as well as a discussion of managements uses
of, and rationale for presenting, the non-GAAP financial measures.
The information contained in Item 2.02 of
this Current Report and Exhibit 99.1 shall not be deemed filed for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange
Act), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
Item 8.01 Other Events
On November 27, 2007, Verigy Ltd. issued a
press release announcing that Verigys Board of Directors have approved a share
repurchase program pursuant to which the Company would repurchase up to 10% of
its outstanding ordinary shares. The
share repurchase program is subject to shareholder approval which will be
sought at Verigys 2008 annual meeting.
A copy of Verigys press release is attached hereto as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
The following exhibits are furnished
herewith:
Exhibit
Number
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Description
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99.1
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Text
of press release issued by Verigy Ltd. on November 27, 2007 regarding
financial results
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99.2
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Text
of press release issued by Verigy Ltd. on November 27, 2007 regarding share
repurchase program.
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2
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.
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Verigy Ltd.
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By:
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/s/ Kenneth
M. Siegel
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Kenneth
M. Siegel
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Vice
President and General Counsel
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Date: November 27,
2007
3
EXHIBIT INDEX
Exhibit
Number
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Description
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99.1
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Text
of press release issued by Verigy Ltd. on November 27, 2007 regarding
financial results
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99.2
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Text
of press release issued by Verigy Ltd. on November 27, 2007 regarding share
repurchase program.
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4
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