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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): April 22, 2011
TERREMARK WORLDWIDE, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 1-12475 | 84-0873124 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
One Biscayne Tower
2 South Biscayne Boulevard, Suite 2800
Miami, Florida 33131
(Address of principal executive office)
Registrant’s telephone number, including area code: (305) 961-3200
Copies of all communications to:
Terremark Worldwide, Inc.
One Biscayne Tower
2 South Biscayne Boulevard
Suite 2800
Miami, FL 33131
(305) 961-3200
Attn: Adam T. Smith, Chief
Legal Officer
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 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 April 22, 2011, Terremark Worldwide, Inc. (“Terremark”) issued a press release announcing the hearing date for the proposed settlement of the previously disclosed stockholder litigation regarding the acquisition of Terremark by Verizon Communications Inc. A copy of the press release as well as the related Stipulation and Agreement of Compromise and Settlement and Notice of Pendency and Proposed Settlement of Shareholder Litigation are filed as Exhibits 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) Exhibits | ||
| Exhibit No. |
Description | |
| 99.1 | Press Release issued by Terremark Worldwide, Inc. on April 22, 2011 | |
| 99.2 | Stipulation and Agreement of Compromise and Settlement, dated April 2, 2011 | |
| 99.3 | Notice of Pendency and Proposed Settlement of Shareholder Litigation, dated April 18, 2011 | |
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.
| TERREMARK WORLDWIDE, INC. | ||||
| Date: April 22, 2011 | By: | /s/ Adam T. Smith | ||
| Adam T. Smith | ||||
| Chief Legal Officer | ||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press Release issued by Terremark Worldwide, Inc. on April 22, 2011 | |
| 99.2 | Stipulation and Agreement of Compromise and Settlement, dated April 2, 2011 | |
| 99.3 | Notice of Pendency and Proposed Settlement of Shareholder Litigation, dated April 18, 2011 | |