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BCOV > SEC Filings for BCOV > Form 8-K/A on 19-Oct-2012All Recent SEC Filings

Show all filings for BRIGHTCOVE INC

Form 8-K/A for BRIGHTCOVE INC


19-Oct-2012

Completion of Acquisition or Disposition of Assets, Financial Statements and Exh


Item 2.01 Completion of Acquisition or Disposition of Assets.

This Current Report on Form 8-K/A is being filed as an amendment to the Current Report on Form 8-K dated August 14, 2012 (the "Original Form 8-K") filed by Brightcove Inc. (the "Company") with the Securities and Exchange Commission on August 14, 2012, announcing the completion of the Company's acquisition of Zencoder Inc. ("Zencoder"), a Delaware corporation. At that time, the Company stated in such Form 8-K that it intended to file the required financial statements and pro forma financial information within 71 days from the date that such report was required to be filed. This Current Report on Form 8-K/A amends and restates Item 9.01 of the Original Form 8-K to present certain financial statements of Zencoder and to present certain unaudited pro forma financial statements of the Company in connection with the Company's acquisition of Zencoder, which financial statements and unaudited pro forma financial statements are filed as exhibits hereto and are incorporated herein by reference. All of the other items in the Original Form 8-K remain the same and are hereby incorporated by reference into this Current Report on Form 8-K/A.



Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The audited financial statements of Zencoder as of December 31, 2011 and 2010 are filed as Exhibit 99.1 to this Current Report on Form 8-K/A.

The unaudited condensed financial statements of Zencoder, including the condensed balance sheets as of June 30, 2012 and December 31, 2011 and the unaudited condensed statements of operations and cash flows of Zencoder for the six months ended June 30, 2012 and 2011, and the notes related thereto, are filed as Exhibit 99.2 to this Current Report on Form 8-K/A.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined financial statements of the Company as of and for the six months ended June 30, 2012 and for the year ended December 31, 2011 giving effect to the acquisition of Zencoder, are filed as Exhibit 99.3 to this Current Report on Form 8-K/A.

(d) Exhibits

Exhibit
  No.                                     Description

  2.1*       Agreement and Plan of Merger, dated as of July 26, 2012, by and among
             Brightcove Inc., Zebra Acquisition Corporation, Zencoder Inc. and the
             Securityholders' Representative named therein (incorporated by
             reference to Exhibit 2.1 to the Registrant's Current Report on Form
             8-K filed with the Commission on July 26, 2012).

 23.1        Consent of Independent Auditors

 99.1        Zencoder Inc. Audited Financial Statements for the Years Ended
             December 31, 2011 and 2010

 99.2        Zencoder Inc. Unaudited Condensed Financial Statements for the Six
             Months Ended June 30, 2012 and 2011

 99.3        Unaudited Pro Forma Condensed Combined Financial Statements of
             Brightcove Inc. as of and for the Six Months Ended June 30, 2012 and
             the Year Ended December 31, 2011

* Previously Filed


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