SIRF » Topics » Item 8.01 Other Events.

This excerpt taken from the SIRF 8-K filed Jun 1, 2009.

Item 8.01     Other Events.

Pursuant to a letter dated May 21, 2009, United States Customs and Border Protection (“Customs”) issued a determination, received by SiRF on May 29, 2009, involving the redesigned software incorporated into the GPS devices subject to the limited exclusion order issued by the United States International Trade Commission (“ITC”) in Investigation No. 337-TA-602.

Customs determined that SiRF has established by a preponderance of the evidence that SiRF’s redesigned GPS chips fall outside of the scope of the exclusion order issued by the ITC.

As a result Customs has determined to issue instructions to United States ports not to exclude from entry into the United States the approved, redesigned GPS chips and products containing the same from SiRF.

Thus, Customs will allow the approved redesigned SiRF products, and products that contain the SiRF chips, to be imported for consumption and sale in the United States.

Forward Looking Statement

Except for the historical information contained herein, the matters set forth in this press release, including, but not limited to, statements regarding the entry into the United States of certain redesigned SiRF devices and products containing those devices, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “to” and “may” and similar expressions are intended to identify forward-looking statements. Although SiRF may be able to enter the approved redesigned GPS devices and products containing those devices into the United States in the ordinary course of business, SiRF cannot guarantee the outcome or anticipate the benefits of such activity. These statements are not guarantees of future performance and should not be considered as an indication of future performance. SiRF’s ability to enter devices and products into the United States has inherent risks and uncertainties, including, among others, the risk that we may not realize any anticipated benefit from the United States Customs and Border Protection ruling, market demand and acceptance for our redesigned products and those of our customers, risks associated with the semiconductor industry, risks of ongoing or additional litigation with Broadcom, including further attempts to pursue enforcement proceedings with the ITC against SiRF based on the redesigned chips and products or new proceedings, and other risks and uncertainties discussed in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 28, 2009 and from time to time in SiRF’s SEC reports. These forward-looking statements speak only as of the date hereof. We do not undertake any obligation to update forward-looking statements.


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.

Dated June 1, 2009

 

  SIRF TECHNOLOGY HOLDINGS, INC.
  By:    /s/ Dennis Bencala
     Dennis Bencala
     Chief Financial Officer
This excerpt taken from the SIRF 8-K filed Feb 13, 2009.

Item 8.01 Other Events.

As previously disclosed, on January 24, 2008, SiRF Technology Holdings, Inc. (“SiRF”) entered into a loan and security agreement pursuant to which SiRF made two advances totaling $13.5 million to a potential acquisition target in connection with SiRF’s proposal to acquire all outstanding shares of this entity. Subsequent to executing the loan and security agreement, SiRF decided not to proceed with the acquisition of the original borrower. As a result of changes in circumstances, in the second quarter of 2008, SiRF determined that it was no longer probable that the principal under the note receivable was fully recoverable and recorded an impairment charge of $11.8 million.

On February 9, 2009, SiRF entered into a contingent loan assignment and assumption agreement with the borrower and a third party for the assignment by SiRF of its interest as a secured lender under the loan and security agreement. Under the terms of the loan assignment and assumption agreement, in the event of a change of control of the borrower with the third party, on or before July 24, 2009, SiRF will receive SiRF $9 million, plus interest from January 31, 2009. Otherwise, the assignment and assumption agreement will become void ab initio. SiRF is not a constituent corporation in the potential transaction with the borrower that would trigger the assignment and assumption, accordingly, there can be no assurance whatsoever that SiRF will receive payment.

Forward Looking Statements

This report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which represent the current expectations and beliefs of SiRF’s management concerning future events and their potential effects on SiRF relating to the potential merger of the original borrower under the loan and security agreement with a third party and the contingent payment by the third party to SiRF of the amounts referenced above. These statements are based on the current beliefs and expectations of our management and are not guarantees of future performance and should not be considered as an indication of future performance. Each statement speaks only as of the date hereof and SiRF undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances. Investors, potential investors and others should give careful consideration to these risks and uncertainties.


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.

Dated: February 13, 2009

 

SIRF TECHNOLOGY HOLDINGS, INC.
By:   /s/ Dennis Bencala
  Name:   Dennis Bencala
  Title:   Chief Financial Officer
This excerpt taken from the SIRF 8-K filed May 6, 2008.

Item 8.01. Other Events.

SiRF Technology Holdings, Inc.’s 2008 Annual Meeting of Stockholders, previously scheduled to be held on May 6, 2008, has been rescheduled for August 19, 2008 due to an error in the record date.

 

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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.

Dated: May 6, 2008

 

SIRF TECHNOLOGY HOLDINGS, INC.
By:  

/s/ Geoffrey Ribar

  Geoffrey Ribar
  Senior Vice President and
  Chief Financial Officer

 

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This excerpt taken from the SIRF 8-K filed Feb 10, 2006.

Item 8.01. Other Events

 

The 2006 Annual Meeting of the Company will be held on May 3, 2006 at such place and time as will be set forth in the Company’s proxy statement relating to that meeting. A stockholder proposal not included in the proxy statement for the Company’s 2006 Annual Meeting will be ineligible for presentation at the meeting unless the stockholder gives timely notice of the proposal in writing to the Secretary of the Company at the principal executive offices of the Company and otherwise complies with the provisions of the Company’s Bylaws. To be timely, the Company’s Bylaws provide that the Company must have received the stockholder’s notice not less than 60 days nor more than 90 days prior to the scheduled date of such meeting. However, if notice or prior public disclosure of the date of the annual meeting is given or made to stockholders less than 75 days prior to the meeting date, the Company must receive the stockholder’s notice by the earlier of (i) the close of business on the 15th day after the earlier of the day the Company mailed notice of the annual meeting date or provided such public disclosure of the meeting date and (ii) two days prior to the scheduled date of the annual meeting. For the Company’s 2006 Annual Meeting of Stockholders, stockholders must submit written notice to the Secretary in accordance with the foregoing Bylaw provisions no later than March 4, 2006.

 

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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.

 

Dated: February 10, 2006

 

SIRF TECHNOLOGY HOLDINGS, INC.
By:  

/s/ Walter D. Amaral


    Walter D. Amaral
    Senior Vice President and
    Chief Financial Officer

 

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This excerpt taken from the SIRF 8-K filed Jan 27, 2005.

Item 8.01. Other Events

 

The 2005 Annual Meeting of the Company will be held on May 17, 2005 at such place and time as will be set forth in the Company’s proxy statement relating to that meeting. A stockholder proposal not included in the proxy statement for the Company’s 2005 Annual Meeting will be ineligible for presentation at the meeting unless the stockholder gives timely notice of the proposal in writing to the Secretary of the Company at the principal executive offices of the Company and otherwise complies with the provisions of the Company’s Bylaws. To be timely, the Company’s Bylaws provide that the Company must have received the stockholder’s notice not less than 60 days nor more than 90 days prior to the scheduled date of such meeting. However, if notice or prior public disclosure of the date of the annual meeting is given or made to stockholders less than 75 days prior to the meeting date, the Company must receive the stockholder’s notice by the earlier of (i) the close of business on the 15th day after the earlier of the day the Company mailed notice of the annual meeting date or provided such public disclosure of the meeting date and (ii) two days prior to the scheduled date of the annual meeting. For the Company’s 2005 Annual Meeting of Stockholders, stockholders must submit written notice to the Secretary in accordance with the foregoing Bylaw provisions no later than March 18, 2005.

 

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