- Current report filing (8-K)
10 Novembre 2009 - 10:06PM
Edgar (US Regulatory)
UNITED STATES
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):
November
10, 2009
Entorian
Technologies
Inc.
(Exact
name of registrant as specified in its charter)
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000-50553
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(Commission File Number)
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Delaware
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56-2354935
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(State or other jurisdiction of
incorporation)
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(I.R.S. Employer Identification No.)
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4030 W. Braker Lane, Bldg. 2-100
Austin, Texas 78759
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(Address
of principal executive offices, with zip code)
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(512) 334-0111
(
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 (
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 2.02 Results of Operations and Financial Condition
On November 10, 2009, Entorian Technologies Inc. (the Company) issued a
press release announcing its third quarter 2009 results. The full text
of the press release is attached as Exhibit No. 99.1 to this Current
Report on Form 8-K. The press release contains forward-looking
statements regarding the Company and cautionary statements identifying
important factors that could cause actual results to differ materially
from those anticipated.
The information contained in Items 2.02 and 9.01 in this Current Report
on Form 8-K and the exhibits attached hereto shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), or otherwise subject to the liabilities of
that section, nor shall they be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such a
filing.
Use of Non-GAAP Financial Information
The Company provides a non-GAAP measure of operating income, net income
and earnings per diluted share on a basis excluding non-cash charges for
stock-based compensation, amortization and impairment of acquisition
intangibles, fixed assets and goodwill, and the associated income tax
effect in its earnings release. The presentation is intended to be a
supplemental measure of performance. The Company has chosen to provide
this information to investors because it believes that excluding these
charges represents a better basis for the comparison of its current
results to the results of its peer companies. In addition, the Company
believes that it provides a means to highlight the results of core,
ongoing operations to investors. The presentation of this additional
information is not meant to be considered in isolation or as a
substitute for results prepared in accordance with GAAP.
The non-GAAP financial measures included in the press release have been
reconciled to the corresponding GAAP financial measures as required
under the rules of the Securities and Exchange Commission regarding the
use of non-GAAP financial measures.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1.
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Press Release issued November 10, 2009 announcing, among other
things, third quarter 2009 financial results
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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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ENTORIAN TECHNOLOGIES INC.
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Date:
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November 10, 2009
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By:
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/s/ Stephanie Lucie
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Stephanie Lucie
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Senior Vice President, General Counsel and
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Corporate Secretary
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-3-
EXHIBIT INDEX
Exhibit No.
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99.1.
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Press Release issued November 10, 2009 announcing, among other
things, third quarter 2009 financial results
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-4-
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