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): May 24, 2011
Avago Technologies Limited
(Exact name of registrant as specified in its charter)
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Singapore
(State or other jurisdiction
of incorporation)
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001-34428
(Commission
File Number)
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N/A
(IRS Employer
Identification No.) |
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1 Yishun Avenue 7
Singapore 768923
(Address of principal executive offices)
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N/A
(Zip Code) |
Registrant’s telephone number, including area code: (65) 6755-7888
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On May 24, 2011, Avago Technologies Ltd. (“Avago” or the “Company”) issued a press release
announcing its unaudited financial results for the second quarter of its fiscal year ending October
30, 2011. The Company will host an investor conference call on May 24, 2011 at 2:00 p.m. Pacific
Time to discuss these results.
The foregoing description is qualified in its entirety by reference to the press release dated
May 24, 2011, a copy of which is attached hereto as Exhibit 99.1.
The information contained in this report and in the accompanying exhibit shall not be
incorporated by reference into any filing of the registrant, whether made before or after the date
hereof, regardless of any general incorporation language in such filing, unless expressly
incorporated by specific reference to such filing. The information in this report, including the
exhibit hereto, shall not be deemed to be “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.
Item 7.01. Regulation FD Disclosure.
The Company also announced that it will be presenting at the Barclays Capital Global Communications, Media
and Technology Conference in New York on May 25, 2011 and at the Sterne Agee Technology
Conference also in New York on May 26, 2011. Both of these presentations will be webcast and
available for replay on the Investors section of the Company’s website at www.avagotech.com.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following is furnished as an exhibit to this report and shall not be deemed “filed” for
purposes of Section 18 of the Exchange Act.
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| Exhibit No. |
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Description |
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99.1 |
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Press release, dated May 24, 2011, entitled “Avago
Technologies Limited Announces Second Quarter
Fiscal Year 2011 Financial Results”. |
Cautionary Note Regarding Forward-Looking Statements
This announcement contains forward-looking statements which address our expected future
business and financial performance. All statements other than statements of historical fact could
be deemed forward-looking, including, but not limited to, any statements of the plans, strategies
and objectives of management for future operations; any statements of expectation or belief
regarding future events, our products, product sales, expenses, liquidity, cash flow and growth
rates; technology developments or enforceability of our intellectual property rights and related
litigation expenses; and any statements of assumptions underlying any of the foregoing. These
forward-looking statements are based on current expectations, estimates, forecasts and projections
of future Company or industry performance, based on management’s judgment, beliefs, current trends
and market conditions, and involve risks and uncertainties that may cause actual results to differ
materially from those contained in the forward-looking statements. Accordingly, we caution you not
to place undue reliance on these statements. For Avago, particular uncertainties that could
materially affect future results include cyclicality in the semiconductor industry or in our target
markets and general economic conditions; quarterly and annual fluctuations in operating results;
our competitive performance and ability to continue achieving design wins with our customers; our
ability to generate cash sufficient to fund our research and development, capital expenditures and
other business needs; our increased dependence on outsourced service providers for certain key
business services and their ability to execute to our requirements; our dependence on contract
manufacturing and outsourced supply chain; loss of our
significant customers; our ability to maintain tax concessions in certain jurisdictions; our
ability to protect our intellectual property and any associated increases in litigation expenses;
any expenses associated with resolving customer product and warranty and indemnification claims;
costs associated with and our ability to achieve the growth prospects and synergies expected from
our acquisitions; delays and challenges associated with integrating acquired companies with our
existing businesses; our ability to improve our cost structure through our manufacturing
outsourcing program; and other events and trends on a national, regional and global scale,
including those of a political, economic, business, competitive and regulatory nature. Our
Quarterly Report on Form 10-Q filed on March 10, 2011 and other filings with the Securities and
Exchange Commission, or “SEC” (which you may obtain for free at the SEC’s website at
http://www.sec.gov) discuss some of the important risk factors that may affect our business,
results of operations and financial condition. We undertake no intent or obligation to publicly
update or revise any of these forward looking statements, whether as a result of new information,
future events or otherwise, except as required by law.