INFINERA Corp false 0001138639 0001138639 2019-11-12 2019-11-12

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2019

 

INFINERA CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-33486

 

77-0560433

         

(State or other jurisdiction of

incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

                        

   

140 Caspian Court

 

 

 

   

 

Sunnyvale, CA

 

 

94089

 

                        

 

   

(Address of principal executive

offices)

 

(Zip Code)

 

(408) 572-5200

(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:

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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading symbol

 

Name of exchange on which registered

         

Common shares, par value $0.001 per share

 

INFN

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    

EXPLANATORY NOTE

The sole purpose of this amendment to the Current Report on Form 8-K/A (the “Form 8-K/A”) filed by Infinera Corporation (the “Company”) with the Securities and Exchange Commission on November 12, 2019 (the “Form 8-K”), is to add Inline eXtensible Business Reporting Language tagging to the cover page of this Form 8-K/A and to furnish Exhibit 104 to this Form 8-K/A relating to the same. All other information in the Form 8-K remains unchanged.

Item 2.02

 

Results of Operations and Financial Condition.

On November 12, 2019, Infinera Corporation (the “Company”) issued a press release announcing financial results for its third quarter ended September 28, 2019. The Company also posted on the Investor Relations section of its website (www.infinera.com) investor slides with respect to its third quarter ended September 28, 2019 and outlook for its fourth quarter ending December 28, 2019. A copy of the press release and investor slides are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K. Information on the Company’s website is not, and will not be deemed, a part of this report or incorporated into any other filings the Company makes with the Securities and Exchange Commission.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished under Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such a filing.

The press release and investor slides furnished herewith as Exhibit 99.1 and Exhibit 99.2, refer to certain non-GAAP financial measures. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in each exhibit.

Item 9.01

 

Financial Statements and Exhibits.

(d)

 

Exhibits.

Exhibit No.

 

Description

     

99.1

 

Press release dated November 12, 2019*

     

99.2

 

Investor slides dated November 12, 2019*

     

104

 

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

* Previously filed


 

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.

 

 

 INFINERA CORPORATION

         

Date: November 12, 2019

 

 

 

By:

 

 /s/ Nancy Erba

 

 

 Nancy Erba

 Chief Financial Officer