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BROADCOM CORPORATION (Exact Name of Registrant As Specified in Charter)

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BROADCOM CORPORATION (Exact Name of Registrant As Specified in Charter) Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 8, 2009 BROADCOM CORPORATION (Exact Name of Registrant as Specified in Charter) California 000-23993 33-0480482 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification No.) Incorporation) 5300 California Avenue, Irvine, CA 92617 (Address of Principal Executive Offices)(Zip Code) Registrant’s telephone number, including area code: (949) 926-5000 Not Applicable (Former Name or Former Address, if Changed since Last Report) TABLE OF CONTENTS Item 2.01. Completion of Acquisition or Disposition of Assets Item 9.01. Financial Statements and Exhibits SIGNATURE EXHIBIT INDEX EX-23.1 EX-99.1 EX-99.2 Table of Contents Item 2.01. Completion of Acquisition or Disposition of Assets. This Current Report on Form 8-K/A (the “Amendment”) amends and supplements the Current Report on Form 8-K filed by Broadcom Corporation on October 31, 2008 (the “Initial Form 8-K”), in which Broadcom reported the completion of its acquisition, either directly or through it subsidiaries, of certain assets related to the digital television business of Advanced Micro Devices, Inc. (“AMD”). This Amendment is being filed to include the historical financial statements and pro forma financial information described in Item 9.01 below. The information previously reported in the Initial Form 8-K is incorporated by reference herein. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Business Acquired. Historical audited statements of net revenues and direct expenses of the Digital TV Business of AMD for the year ended December 29, 2007 and the nine months ended September 27, 2008, and historical audited statements of assets to be acquired of the Digital TV Business of AMD as of December 29, 2007 and September 27, 2008, and the notes related thereto, are filed as Exhibit 99.1 to this Amendment and are incorporated by reference herein. Pursuant to a request filed by Broadcom with the Securities and Exchange Commission (the “SEC”), the Staff of the SEC has noted that it would not object to the filing of these financial statements in satisfaction of Rule 3-05 of Regulation S-X. (b) Pro Forma Financial Information. Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2008 and Unaudited Pro Forma Condensed Combined Statements of Operations for the year ended December 31, 2007 and the nine months ended September 30, 2008, and the notes related thereto, with respect to the transaction referred to above are filed as Exhibit 99.2 to this Amendment and incorporated by reference herein. (d) Exhibits. Exhibit No. Description 2.1* Asset Purchase Agreement dated August 25, 2008 by and between Broadcom and AMD. 2.2* Asset Purchase Agreement — Amendment No. 1 dated October 27, 2008 by and between Broadcom and AMD. 23.1 Consent of Ernst & Young LLP, Independent Auditors. 99.1 Historical audited Statements of Net Revenues and Direct Expenses of the Digital TV Business of AMD for the year ended December 29, 2007 and the nine months ended September 27, 2008, and historical audited Statement of Assets to Be Acquired of the Digital TV Business of AMD as of September 27, 2008 and the notes related thereto. 99.2 Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2008 and Unaudited Pro Forma Condensed Combined Statements of Operations for the year ended December 31, 2007 and the nine months ended September 30, 2008, and the notes related thereto. * Filed previously Table of Contents 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. BROADCOM CORPORATION, a California corporation January 8, 2009 By: /s/ Eric K. Brandt Eric K. Brandt Senior Vice President and Chief Financial Officer Table of Contents EXHIBIT INDEX Exhibit No. Description 2.1* Asset Purchase Agreement dated August 25, 2008 by and between Broadcom and AMD. 2.2* Asset Purchase Agreement — Amendment No. 1 dated October 27, 2008 by and between Broadcom and AMD. 23.1 Consent of Ernst & Young LLP, Independent Auditors. 99.1 Historical audited Statements of Net Revenues and Direct Expenses of the Digital TV Business of AMD for the year ended December 29, 2007 and the nine months ended September 27, 2008, and historical audited Statement of Assets to Be acquired of the Digital TV Business of AMD as of September 27, 2008 and the notes related thereto. 99.2 Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2008 and Unaudited Pro Forma Condensed Combined Statements of Operations for the year ended December 31, 2007 and the nine months ended September 30, 2008, and the notes related thereto. * Filed previously Exhibit 23.1 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statements (Form S-8 Nos. 333-60763, 333-80317, 333-87673, 333-93457, 333-33170, 333- 41110, 333-49158, 333-49680, 333-51632, 333-53492, 333-58498, 333-58574, 333-67702, 333-71338, 333-90862, 333-107882, 333-114405, 333- 116877, 333-117866, 333-119553, 333-127775, 333-132533, 333-140188, 333-142526 and 333-148971; Form S-4 No. 333-112997, and Form S-3/A on Form S-1 No. 333-90903,) of Broadcom Corporation of our report dated November 14, 2008, related to the financial statements of the Digital TV Business of Advanced Micro Devices, Inc. as of and for the periods ended December 29, 2007 and September 27, 2008 included in this Current Report on Form 8-K/A of Broadcom Corporation. /s/ Ernst & Young LLP San Jose, California January 7, 2009 Exhibit 99.1 Statements of Assets to Be Acquired and Statements of Net Revenues and Direct Expenses Digital TV Business of Advanced Micro Devices, Inc. Year Ended December 29, 2007 and the Nine Months Ended September 27, 2008 With Report of Independent Auditors Digital TV Business of Advanced Micro Devices, Inc. Statements of Assets to Be Acquired and Statements of Net Revenues and Direct Expenses Year Ended December 29, 2007 and the Nine Months Ended September 27, 2008 Contents Report of Independent Auditors 1 Financial Statements Statements of Assets to Be Acquired 2 Statements of Net Revenues and Direct Expenses 3 Notes to Statements of Assets to Be Acquired and Statements of Net Revenues and Direct Expenses 4 Ernst & Young LLP 303 Almaden Boulevard San Jose, California 95110 Tel: +1 408 947 5500 www.ey.com Report of Independent Auditors The Board of Directors Advanced Micro Devices, Inc. We have audited the accompanying statements of assets to be acquired of the Digital TV Business (see Note 1 – Organization and Basis of Presentation) as of December 29, 2007 and September 27, 2008 and the related statements of net revenues and direct expenses for the periods then ended. These financial statements are the responsibility of the management of the Digital TV Business. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Digital TV Business’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Digital TV Business’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the assets to be acquired of the Digital TV Business as of December 29, 2007 and September 27, 2008, and its net revenues and direct expenses for the periods then ended, in conformity with accounting principles generally accepted in the United States. November 14, 2008 A member firm of Ernst & Young Global Limited 1 Digital TV Business of Advanced Micro Devices, Inc. Statements of Assets to Be Acquired (In millions) December 29, September 27, Assets to be acquired 2007 2008 Inventories: Raw materials $ 1 $ 1 Work in progress 4 10 Finished goods 6 3 Total inventories 11 14 Prepaid licenses 1 — Goodwill 621 65 Identified intangible assets 121 81 Property and equipment, net 4 4 Total assets to be acquired $ 758 $ 164 See accompanying notes. 2 Digital TV Business of Advanced Micro Devices, Inc. Statements of Net Revenues and Direct Expenses (In millions) Nine Months Year Ended Ended December 29, September 27, 2007 2008 Net revenue $ 155 $ 65 Cost of sales 82 39 Gross margin 73 26 Direct operating expenses: Research and development 88 68 Marketing, general and administrative 23 20 Amortization of acquired intangible assets 63 29 Impairment of goodwill and acquired intangible assets 476 567 Total direct operating expenses 650 684 Total direct expenses in excess of net revenue $ (577) $ (658) See accompanying notes. 3 Digital TV Business of Advanced Micro Devices, Inc. Notes to Statements of Assets to Be Acquired and Statements of Net Revenues and Direct Expenses December 29, 2007 and September 27, 2008 1.
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