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): January 19, 2016
MELLANOX TECHNOLOGIES, LTD.
(Exact name of registrant as specified in its charter)
Israel
(State or other jurisdiction of incorporation)
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001-33299 |
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98-0233400 |
Beit Mellanox
Yokneam, Israel 20692
(Address of principal executive offices, including Zip Code)
+972-4-909-7200
(Registrant’s telephone number, including area code)
Not Applicable
(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:
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))
Item 7.01 Regulation FD Disclosure.
On January 19, 2016, Mellanox Technologies, Ltd. (“Mellanox”) issued a press release announcing the receipt of the necessary votes of the shareholders of EZchip Semiconductor Ltd. (“EZchip”) for approval of the Agreement of Merger dated as of September 30, 2015, by and among Mellanox, Mondial Europe Sub Ltd., a wholly owned subsidiary of Mellanox, and EZchip, as amended on November 17, 2015 (the “Merger Agreement”), and Mellanox’s expectation that the Merger Agreement will be completed during the second half of February 2016.
In addition, Mellanox reaffirmed its guidance for the financial results for the fourth quarter of 2015 provided on October 21, 2015.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01 of Current Report on Form 8-K, as well as Exhibit 99.1, shall not be treated as “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit Number |
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Description |
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99.1 |
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Press Release dated January 19, 2016.* |
* Exhibit 99.1 relating to Item 7.01 is intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: January 19, 2016 |
MELLANOX TECHNOLOGIES, LTD. | |
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By: |
/s/ Jacob Shulman |
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Name: |
Jacob Shulman |
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Title: |
Chief Financial Officer |