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EX-99.1 - PRESS RELEASE - ZORAN CORP \DE\dex991.htm

 

 

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): December 8, 2010

 

 

ZORAN CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   0-27246   94-2794449

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1390 Kifer Road

Sunnyvale, California 94086-5305

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 523-6500

 

 

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)

 

x 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.

On December 8, 2010, Zoran Corporation (the “Company”) issued a press release encouraging its stockholders to postpone making any decision with respect to the proposals contained in the Ramius Value and Opportunity Master Fund Ltd and other participants (collectively, “Ramius”) consent solicitation until they have had the benefit of the Board’s response to Ramius’s proposals. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits.

 

Exhibit
No.

  

Description

99.1    Press Release dated December 8, 2010.

 

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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.

 

ZORAN CORPORATION
By:  

/S/    KARL SCHNEIDER        

Name:   Karl Schneider
Title:  

Senior Vice President of Finance and

Chief Financial Officer

Date: December 8, 2010

 

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EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Press Release dated December 8, 2010.

 

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