iRobot 2005 Annual Report Download - page 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
¥ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
OR
nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file no. 000-51598
iROBOT CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 77-0259 335
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
63 South Avenue, Burlington, MA 01803
(Zip Code)
(Address of principal executive offices)
[phone]
(Registrant's telephone number, including area code)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
None
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, $0.01 par value per share
Indicate by check-mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes nNo ¥
Indicate by check-mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes nNo ¥
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes ¥No n
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Û 229.405 of this
chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¥
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated
filer. See definition of ""accelerated filer and large accelerated filer'' in Rule 12b-2 of the Exchange Act. (check one):
Large accelerated filer nAccelerated filer nNon-accelerated filer ¥
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes nNo ¥
Our common stock began trading on the Nasdaq National Market on November 9, 2005. The aggregate market
value of the voting and non-voting common equity held by non-affiliates of the registrant on November 9, 2005 was
approximately $223,799,184 based on the initial public offering price of the registrant's common stock on November 9,
2005, of $24.00 per share. Shares of voting and non-voting stock held by executive officers, directors and holders of more
than 5% of the outstanding stock have been excluded from this calculation because such persons or institutions may be
deemed affiliates. This determination of affiliate status is not a conclusive determination for other purposes.
As of February 28, 2006, there were 23,425,029 shares of the registrant's Common Stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
The registrant intends to file a definitive Proxy Statement pursuant to Regulation 14A within 120 days of the end of
the fiscal year ended December 31, 2005. Portions such Proxy Statement are incorporated by reference into Part III of
this Form 10-K.