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): September 30, 2009
NETAPP, INC.
(Exact name of Registrant as specified in its charter)
| |
|
|
|
|
Delaware
(State or other jurisdiction of
incorporation)
|
|
0-27130
(Commission
File Number)
|
|
77-0307520
(I.R.S. Employer
Identification Number) |
495 East Java Drive
Sunnyvale, CA 94089
(Address of principal executive offices) (Zip Code)
(408) 822-6000
(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 (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 8.01 — Other Events.
On April 25, 2009, NetApp, Inc. and subsidiaries (the “Company” , “we”, or “us”) adopted
Financial Accounting Standards Board Staff Position Accounting Principles Board 14-1, “Accounting
for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial
Cash Settlement)” (“FSP APB No. 14-1”), which is required to be applied retrospectively. The
adoption impacted the accounting for our convertible debt issued in June 2008 by requiring the
initial proceeds to be allocated between a liability and an equity component based on the fair
value of the debt component as of the issuance date in a manner that reflects a non-convertible
debt borrowing rate. Accordingly, we have revised our consolidated financial statements to reflect
this change. The information in this Form 8-K is not an amendment to or restatement of our Annual
Report on Form 10-K for the year ended April 24, 2009 (the “Fiscal 2009 Form 10-K”).
We are filing this Current Report on Form 8-K solely to show the effects of the adoption of
this standard on previously issued financial statements. Information in this Current Report on Form
8-K updates the following sections of our Fiscal 2009 Form 10-K to reflect the adoption of FSP APB
No. 14-1:
| |
• |
|
Part II, Item 6. Selected Financial Data, |
| |
| |
• |
|
Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results
of Operations, and |
| |
| |
• |
|
Part II, Item 8. Financial Statements and Supplementary Data |
No other information in our Fiscal 2009 Form 10-K has been otherwise updated for events or
developments that occurred subsequent to the filing of our Fiscal 2009 Form 10-K. The disclosures
in Exhibit 99.1 speak as of the original filing date of our Fiscal 2009 Form 10-K. Therefore, the
information in this Form 8-K should be read in conjunction with the Fiscal 2009 Form 10-K and our
filings made with the Securities and Exchange Commission subsequent to the filing of the Fiscal
2009 Form 10-K, including our Form 10-Q for our fiscal quarter ended July 31, 2009 (filed on
September 4, 2009), and any amendments to those filings. The updated financial information attached
to this Current Report on Form 8-K as Exhibit 99.1 is incorporated by reference in our currently
effective registrations statements.
Item 9.01 — Financial Statements and Exhibits.
(d) Exhibits.
| |
|
|
23.1
|
|
Consent of Deloitte & Touche LLP, an Independent Registered Public Accounting Firm |
|
|
|
99.1
|
|
Updated Selected Consolidated Financial Data, Management’s Discussion and
Analysis of Financial Condition and Results of Operations and Consolidated
Financial Statements |
3