Akamai Technologies, Inc. Form 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: October 31, 2005
(Date of earliest event reported)
AKAMAI TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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0-27275
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04-3432319 |
(State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer Identification No.) |
of Incorporation) |
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8 Cambridge Center, Cambridge, Massachusetts 02142
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (617) 444-3000
TABLE OF CONTENTS
Item 8.01 Other Events.
On October 31, 2005, Akamai Technologies, Inc. (the Company) entered into an underwriting
agreement (the Underwriting Agreement) with Deutsche Bank Securities Inc. (the Underwriter), in
connection with the public offering (the Offering) of 12,000,000 shares (the Shares) of the
Companys common stock, par value $0.01 per share (the Common Stock). The Underwriter has agreed
to purchase the Shares from the Company at a price of $16.855 per share. Under the terms of the
Underwriting Agreement, the Company has granted to the Underwriter an option, exercisable for 30
days after October 31, 2005, to purchase up to an additional 1,800,000 shares of Common
Stock solely for the purpose of covering overallotments, if any. The Offering is being made
pursuant to the Companys effective shelf registration statement on Form S-3 (File No. 333-
53906) filed on January 18, 2001 with the Securities and Exchange Commission and the related
prospectus supplement dated October 31, 2005. A copy of the Underwriting Agreement is filed as
Exhibit 1.1 to this report and is incorporated herein by reference. The above description of the
material terms of the Underwriting Agreement is qualified in its entirety by reference to such
exhibit.
On November 1, 2005, the Company also issued a press release announcing the pricing of the
Offering. A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements.
None.
(b) Pro Forma Financial Information
None.
(c) Exhibits:
See Exhibit Index attached hereto.
SIGNATURE
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.
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Date: November 2, 2005 |
AKAMAI TECHNOLOGIES, INC.
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By: |
/s/ Robert Cobuzzi
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Robert Cobuzzi, Chief Financial Officer |
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EXHIBIT INDEX
1.1 Underwriting Agreement, dated October 31, 2005, by and between Akamai Technologies, Inc. and Deutsche Bank Securities Inc.
5.1 Opinion of Wilmer Cutler Pickering Hale and Dorr LLP.
23.1 Consent of Wilmer Cutler Pickering Hale and Dorr LLP (contained in exhibit 5.1).
99.1 Press Release issued by Akamai Technologies, Inc. on November 1, 2005.