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
March 10, 2010
Date of Report (Date of earliest event reported)
Rovi Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 000-53413 | 26-1739297 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File No.) | (I.R.S. employer identification number) |
2830 De La Cruz Boulevard
Santa Clara, California 95050
(Address of principal executive offices, including zip code)
(408) 562-8400
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 8.01 | Other Events. |
As previously disclosed by Rovi Corporation in its Annual Report on Form 10-K for the year ended December 31, 2009, on March 20, 2009, DirecTV filed an arbitration demand seeking indemnity for payments made in settlement of two patent infringement lawsuits, including the SuperGuide Corporation v. DirecTV Enterprises, Inc., et al. matter. DirecTV sought indemnity under the November 21, 2003, License and Distribution Agreement and Patent License Agreement between the parties and claimed damages plus interest and its arbitration-related attorneys’ fees. On March 10, 2010, the Company received the arbitrators’ final ruling on the matter. The Company had previously established reserves as to a substantial majority of the amount that the arbitrators awarded to DirecTV in the arbitration.
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.
| Rovi Corporation | ||||||
| (Registrant) | ||||||
| Date: March 11, 2010 | By: | /s/ STEPHEN YU | ||||
| Stephen Yu | ||||||
| EVP and General Counsel | ||||||