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EX-99.1 - TRANSWITCH CORP /DE | v188226_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): June
14, 2010
TRANSWITCH
CORPORATION
(Exact
name of registrant as specified in its charter)
DELAWARE
|
0-25996
|
06-1236189
|
(State
or other jurisdiction of
|
(Commission
|
(I.R.S.
Employer
|
incorporation)
|
File
Number)
|
Identification No.)
|
Three
Enterprise Drive
Shelton,
Connecticut 06484
|
(Address
of principal executive offices) (Zip
Code)
|
Registrant's
telephone number, including area code: (203) 929-8810
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 (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 the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry into a Material Definitive Agreement.
On June 14, 2010, TranSwitch
Corporation, a Delaware corporation (the “Company”), exercised its option to
terminate its Common Stock Purchase Agreement with Seaside 88, LP, a Florida
limited partnership (“Seaside”), dated December 31, 2009 (the “Common Stock
Purchase Agreement”), relating to the offering and sale of up to 1,950,000
shares of the Company’s common stock, par value $0.001 per share (the
“Common Stock”). Pursuant to the Common Stock Purchase Agreement
Seaside had committed to purchase up to an aggregate of 1,950,000 shares of
Common Stock in blocks of 75,000 shares every two weeks for a one year
period. Prior to the termination, an aggregate of 900,000
shares were sold to Seaside pursuant to the terms of the Common Stock Purchase
Agreement.
On June 14, 2010, the
Company issued a press
release announcing the termination of the Common Stock
Purchase
Agreement. A copy of the press release is attached as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits.
(d)
|
Exhibits
|
Exhibit
99.1
|
Press
Release, dated June 14, 2010.
|
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.
TRANSWITCH CORPORATION | |||
June
14,
2010
|
By:
|
/s/ Robert A. Bosi | |
Name: | Robert A. Bosi | ||
Title:
|
Vice
President and Chief Financial Officer
|
||
EXHIBIT
INDEX
Exhibit
99.1
|
Press
release dated June 14, 2010.
|