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EX-99.1 - EX-99.1 - BROADSOFT, INC. | w81855exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 7, 2011
BroadSoft, Inc.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) |
001-34777 (Commission File Number) |
52-2130962 (I.R.S. Employer Identification No.) |
9737 Washingtonian Boulevard, Suite 350
Gaithersburg, Maryland 20878
(Address of principal executive offices)
Gaithersburg, Maryland 20878
(Address of principal executive offices)
(301) 977-9440
(Registrants telephone number, including area code)
(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 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 Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On March 7, 2011, BroadSoft, Inc. (the Company) issued a press release announcing its financial results for
the three months and fiscal year ended December 31, 2010. The text of the press release is included
as an exhibit to this Form 8-K. Pursuant to the rules and regulations of the Securities and
Exchange Commission, such exhibit and the information set forth therein and herein are deemed to be
furnished and shall not be deemed to be filed.
Item 8.01.
Other Events.
Prior to and in connection with the Companys
follow-on public offering of its common stock in December 2010, all of the Companys officers and
directors and certain holders of the Companys common stock entered into lock-up agreements with the
underwriters of the follow-on offering pursuant to which they agreed not to offer, sell, contract to sell,
pledge, grant any option to purchase, make any short sale or otherwise dispose of any shares of common stock
of the Company, or any options or warrants to purchase any shares of common stock of the Company, or any
securities convertible into, exchangeable for or that represent the right to receive shares of common stock
of the Company, whether then owned or thereafter acquired, for a period of 90 days after December 15, 2010
(the Lock-Up Period), subject to extension under certain circumstances (the Lock-Up Agreements).
The Lock-Up Agreements provide that if, during the last 17 days of the Lock-Up Period, the Company releases
earnings results, the Lock-Up Period will be automatically extended until the expiration of the 18-day period
beginning on the date of release of such earnings results. As a result of the announcement today by the Company
of its three months and fiscal year ended December 31, 2010 financial results, the Lock-Up Period under
the Lock-Up Agreements has automatically been extended through the close of business on March 24, 2011,
and the stockholders subject to the Lock-Up Agreements will be able to sell their shares starting on March 25, 2011.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number | Description | |
99.1
|
Press release dated March 7, 2011 |
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.
BROADSOFT, INC. |
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Date: March 7, 2011 | By: | /s/ James A. Tholen | ||
Name: | James A. Tholen | |||
Title: | Chief Financial Officer | |||