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): September 24, 2009
Palm, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-29597 | 94-3150688 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
| 950 W. Maude Avenue, Sunnyvale, California | 94085 | |
| (Address of principal executive offices) | (Zip Code) |
(408) 617-7000
Registrant’s telephone number, including area code
N/A
(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 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)) |
| Item 7.01 | Regulation FD Disclosure. |
On September 24, 2009, Palm, Inc. (the “Company”) issued a press release, a copy of which is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.
The information in this 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 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
|
Exhibit |
Description |
|
| 99.1 | Press release of the Company dated September 24, 2009 |
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.
| PALM, INC. | ||
| Date: September 25, 2009 | ||
|
/s/ Mary E. Doyle |
||
| Mary E. Doyle | ||
| Senior Vice President, General Counsel and Secretary | ||
EXHIBIT INDEX
|
Exhibit |
Description |
|
| 99.1 | Press release of the Company dated September 24, 2009 |
Exhibit 99.1
CONTACTS:
Teri Klein
Vice President, Investor Relations
408.617.8825
teri.klein@palm.com
Lynn Fox
Vice President, Corporate Communications
408.617.7451
lynn.fox@palm.com
Palm, Inc. Announces Exercise of Over-allotment Option
SUNNYVALE, Calif., Sept. 24, 2009 – Palm, Inc. (NASDAQ: PALM) today announced that the underwriters of its previously announced public offering of common stock have fully exercised their over-allotment option to purchase 3,000,000 additional shares of common stock. The option was granted in connection with the public offering of 20,000,000 shares of common stock at a public offering price of $16.25 per share. The exercise of the over-allotment option brings the expected total net proceeds of the public offering to $359.9 million. Palm expects to use the proceeds for working capital and general corporate purposes. Palm also reaffirmed its fiscal year 2010 outlook and its planned product and carrier launches in the second half of Palm’s fiscal year ending in May 2010.
The offering is being made solely by means of a prospectus supplement and accompanying prospectus. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
Goldman, Sachs & Co. and J.P. Morgan Securities, Inc. are serving as the joint bookrunners of this offering and RBC Capital Markets is serving as co-manager. A copy of the prospectus supplement and accompanying prospectus relating to this offering may be obtained by contacting Goldman, Sachs & Co., 85 Broad Street, New York, NY 10004, Attn: Prospectus Department, by calling 866-471-2526, or by emailing prospectus-ny@ny.email.gs.com, or from J.P. Morgan Securities Inc., 4 Chase Metrotech Center, CS Level, Brooklyn, NY 11425 Attn: Chase Distribution & Support Service, Northeast Statement Processing, by calling 718-242-8002.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS : This press release contains forward-looking statements within the meaning of the federal securities laws, including, without limitation, statements regarding the pending completion of the public offering, the expected use of proceeds, addition of more carriers, the timing and scale of Palm’s product launches in future quarters and Palm’s outlook for its 2010 fiscal year. These statements are
subject to risks and uncertainties that could cause actual results and events to differ materially, including, without limitation, the following: Palm’s potential failure to introduce or achieve market acceptance for new products and services in a timely manner; the potential loss or failure of wireless carriers or other key sales channel partners or inability to add new wireless carriers or channel partners in a timely manner; pricing pressures; Palm’s potential failure to add, replace or ramp up third-party manufacturers or suppliers in a timely manner; acceptance of Palm webOS products by wireless carriers and end users; the effect of current recessionary economic and financial market conditions on Palm’s liquidity and ability to raise additional funding; fluctuations in the demand for Palm’s existing and future products and services and growth in Palm’s industries and markets; Palm’s ability to forecast demand for its products; the ability of Palm’s suppliers to meet its quantity, quality and cost requirements; possible defects in products and technologies developed; Palm’s ability to introduce new products and services successfully and in a cost-effective and timely manner; Palm’s ability to timely and cost-effectively obtain components and elements of its technology from suppliers; Palm’s ability to obtain other key technology from third parties free from errors and defects, integrate it with Palm’s products and meet certification requirements, all on a timely basis; Palm’s ability to compete with existing and new competitors; Palm’s dependence on wireless carriers and ability to meet wireless-carrier certification requirements; Palm’s dependence on a concentrated number of significant customers; and Palm’s ability to adjust to changing market conditions. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in Palm’s most recent filings with the Securities and Exchange Commission, including Palm’s Quarterly Report on Form 10-Q for the quarter ended Aug. 28, 2009 under the caption Risk Factors and elsewhere. Palm undertakes no obligation to update forward-looking statements to reflect new information or events or circumstances occurring after the date of this press release.
About Palm, Inc.
Palm, Inc. creates intuitive and powerful mobile experiences that enable consumers and businesses to connect to their information in more useful and useable ways. The company’s groundbreaking Palm webOS™ platform, designed exclusively for mobile application, introduces true multitasking and Palm Synergy™, which brings your information from the many places it resides into a single, more comprehensive view of your life.
Palm products are sold through select Internet, retail, reseller and wireless operator channels, and at Palm online stores ( http://www.palm.com/store) .
More information about Palm, Inc. is available at http://www.palm.com .
# # #
Palm, webOS and Synergy are trademarks of Palm, Inc. All other brand and product names are or may be trademarks of, and are used to identify products or services of, their respective owners.