NETGEAR, INC. (NASDAQ:NTGR) Files An 8-K Completion of Acquisition or Disposition of Assets

NETGEAR, INC. (NASDAQ:NTGR) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 9.01Completion of Acquisition or Disposition of Assets.

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On December 31, 2018, NETGEAR, Inc. (“NETGEAR”) announced that it had completed the previously announced spin-off of Arlo Technologies, Inc. (“Arlo”) by means of a special stock dividend of 62,500,000 shares of common stock of Arlo (the “Distribution”) that had been owned by NETGEAR to NETGEAR’s shareholders of record as of the close of business on December 17, 2018 (the “Record Date”). Based on the number of shares of NETGEAR common stock outstanding as of the Record Date, holders of NETGEAR common stock received 1.980295 shares of Arlo common stock for each outstanding share of NETGEAR common stock they owned as of the Record Date. No fractional shares of Arlo common stock were distributed. Instead, NETGEAR shareholders will receive cash in lieu of any fraction of a share of Arlo common stock that they otherwise would have received.

Prior to the Distribution, NETGEAR owned approximately 84.2% of the outstanding shares of Arlo common stock. Following the completion of the Distribution, NETGEAR no longer owns any shares of Arlo common stock.

Based on the closing price of shares of Arlo common stock of $9.98 per share on December 31, 2018, the aggregate market value of the shares distributed by NETGEAR to its stockholders was approximately $623.8 million.

A copy of NETGEAR’s press release announcing the completion of the Distribution is attached as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated herein by this reference.

Item 9.01Financial Statements and Exhibits.

(b) Pro forma financial information.

Unaudited pro forma financial information of NETGEAR to give effect to the Distribution is included in Exhibit 99.2 filed herewith and incorporated by reference into this Item 9.01.

(d) Exhibits

NETGEAR, INC Exhibit
EX-99.1 2 ntgrexhibits992pressrelease.htm PRESS RELEASE Exhibit NETGEAR Completes Spin-Off of ArloSan Jose,…
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About NETGEAR, INC. (NASDAQ:NTGR)

NETGEAR, Inc. is a global networking company. The Company’s product line consists of devices, such as network attached storage, Internet protocol security cameras, and home automation devices and services. Its segments include retail, commercial and service provider. The retail business unit consists of home networking, home video security, storage and digital media products. The commercial business unit consists of business networking, storage and security solutions. The service provider business unit consists of whole home networking hardware and software solutions, as well as fourth-generation long term evolution hotspots sold to service providers for sale to their subscribers. It has operations in the Americas, Europe, Middle-East and Africa, and Asia Pacific. The Company sells its products through multiple sales channels, including traditional retailers, online retailers, wholesale distributors, direct market resellers, value-added resellers and broadband service providers.

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