-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RhZQwNVaKF3ufBw+DqJttQP81ZvQu6a534LWxtL81J7L3GxyJ0cFhMuYpJdo126d qI7xY7ZXUchTXMq4Z+89ew== 0000891618-03-001752.txt : 20030409 0000891618-03-001752.hdr.sgml : 20030409 20030409084247 ACCESSION NUMBER: 0000891618-03-001752 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030409 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030409 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIMBLE NAVIGATION LTD /CA/ CENTRAL INDEX KEY: 0000864749 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942802192 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14845 FILM NUMBER: 03643336 BUSINESS ADDRESS: STREET 1: 645 N MARY AVE CITY: SUNNYVALE STATE: CA ZIP: 94088 BUSINESS PHONE: 4084818000 MAIL ADDRESS: STREET 1: 645 NORTH MARY AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94088 8-K 1 f89154e8vk.htm FORM 8-K Trimble Navigation Limited Form 8-K 4-9-03
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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

April 9, 2003
(Date of earliest event reported: April 9, 2003)

Trimble Navigation Limited
(Exact name of Registrant as specified in its charter)

         
California   0-18645   94-2802192
 
 
(State of incorporation or organization)   (Commission File No.)   (IRS Employer Identification No.)

645 North Mary Avenue, Sunnyvale, CA 94085
(Address of principal executive offices)

(408) 481-8000
(Registrant’s telephone number, including area code)

 

Item 5. Other Events.
Item 7. Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99.1

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Item 5. Other Events.

               Trimble Navigation Limited (“Trimble” or the “Company”) is filing this Current Report on Form 8-K to make generally available certain information regarding the Company.

               Attached is a form of Purchase Agreement that the Company may use in connection with sales of its common stock pursuant to its shelf registration statement.

Item 7. Financial Statements and Exhibits.

               (c) Exhibits. The following exhibit is filed herewith:

     
99.1   Form of Purchase Agreement

 

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SIGNATURE

               Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

         
    TRIMBLE NAVIGATION LIMITED
         
         
    By:   /s/ Irwin L. Kwatek
Name: Irwin L. Kwatek
Title: Vice President, General Counsel

Date: April 9, 2003

 

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EXHIBIT INDEX

     
Exhibit No.   Description
     
99.1   Form of Purchase Agreement

  EX-99.1 3 f89154exv99w1.htm EXHIBIT 99.1 Trimble Navigation Limited Form 8-K 4-9-03

 

Exhibit 99.1

FORM OF PURCHASE AGREEMENT

Trimble Navigation Limited
645 North Mary Avenue
Sunnyvale, California 94085
Attention: Chief Executive Officer

Ladies and Gentlemen:

     The undersigned,                                (the “Investor”), hereby confirms its agreement with you as follows:

     1.     This Purchase Agreement (the “Agreement”) is made as of                                     between Trimble Navigation Limited, a California corporation (the “Company”), and the Investor.

     2.     The Company and the Investor agree that the Investor will purchase from the Company and the Company will issue and sell to the Investor                 shares of common stock (the “Shares”) of the Company, for a purchase price of $                     per share, or an aggregate purchase price of $                                   . The Investor acknowledges that the offering of the Shares is not a firm commitment underwriting.

     3.     The completion of the purchase and sale of the Shares (the “Closing”) shall occur on                                               (the “Closing Date”). At the Closing, the Company shall deliver to the Investor, using customary book-entry procedures, the number of Shares as set forth above in Section 2, and the Investor shall deliver, or cause to be delivered, to the Company wire transfer of funds in the full amount of the purchase price for the Shares being purchased.

     4.     This Agreement shall be governed by, and construed in accordance with, the internal laws of the State of New York, without giving effect to the principles of conflicts of law.

     5.     This Agreement may be executed in two or more counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute but one instrument, and shall become effective when one or more counterparts have been signed by each party hereto and delivered to the other parties.

 

 

     Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.

 

    Name of Investor:    
       
    By:    
       
    Print Name:    
       
    Title:    
       
    Address:    
       
         
       
    Tax ID No.:    
       
    Contact Name:    
       
    Telephone:    
       
    Name in which book-entry should be made (if
different):
     
   
     
AGREED AND ACCEPTED:    
     
Trimble Navigation Limited,
a California corporation		    
     
     
By:    
   
Name:
Title:

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