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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
Date of report (Date of earliest event reported) March 31, 1998
DIGITAL LIGHTWAVE, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
Delaware 000-21669 95-4313013
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or Identification No.)
organization)
</TABLE>
601 Cleveland Street, Fifth Floor
Clearwater, Florida 33775
(813) 442-6677
(Address, including zip code, of principal executive offices and Registrant's
telephone number, including area code)
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Item 5. Other Events
On March 31, 1998, the Company issued the following press release describing
among other items, its actual results for its fiscal year ended December 31,
1997; an extension for filing the Form 10-K; and preliminary sales estimates
for the first quarter of 1998.
Item 7. Financial Statements and Exhibits
(c) Exhibits Description
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Exhibits No. Press release dated March 31, 1998
99.1
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
Digital Lightwave, Inc.
Date: April 1, 1998 /s/ Steven H. Grant
------------------------------
Chief Financial Officer
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EXHIBIT 99.1
NEWS RE:
BULLETIN DIGITAL LIGHTWAVE, INC.
601 Cleveland St.
Fifth Floor
Clearwater, Florida 33755
NASDAQ: DIGL
FROM:
FRB
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The Financial Relations Board, Inc.
FOR FURTHER INFORMATION:
AT THE COMPANY: AT FRB:
Steven Grant William Rooney Tad Gage Jordan Darrow
CFO Corporate Communications Dir. General Info. Analyst Contact
813.442.6677 813.442.6677 312.640.6745 212.661.8030
[email protected] [email protected] [email protected]
FOR IMMEDIATE RELEASE
TUESDAY, MARCH 31, 1998
DIGITAL LIGHTWAVE ANNOUNCES 1997 RESULTS
COMPANY ANNOUNCES PRELIMINARY FIRST QUARTER 1998 REVENUES
CLEARWATER, FL, MARCH 31, 1998 -- Digital Lightwave, Inc. (Nasdaq: DIGL), a
supplier of Lightwave Management solutions for advanced, high-speed
telecommunications networks, announced its audited 1997 results. For the year
ended December 31, 1997, sales were $9.1 million, compared with $6.0 million in
1996. Fourth quarter 1997 sales were $3.7 million, compared with $3.0 million in
the fourth quarter of 1996.
For 1997, the company will report a net loss of $6.7 million, or $0.25 per
share, compared with a net loss of $2.1 million in 1996, or $0.10 per share, and
a fourth quarter 1997 net loss of $2.2 million, or $0.08 per share, compared
with a net profit of $212,000 in fourth quarter 1996, or $0.01 per share. Due to
the extensive nature of the company's recently completed audit, the company has
elected to extend the SEC filing date of its Annual Report on Form 10-K to on or
before April 15, 1998. Concurrent with the company's Form 10-K filing, the
company also intends to file its revised Form 10-Qs for the periods ended June
30, 1997 and September 30, 1997, and its proxy statement.
Digital Lightwave also announced that it anticipates reporting sales of
approximately $5.3 million in the first quarter of 1998, compared with $1.5
million in sales recorded in the first quarter of 1997. The first quarter 1998
sales estimate includes $1.2 million of product ordered in 1997, which was
previously included in the company's year-end 1997 revenue estimate of $10.3
million, announced on January 22, 1998.
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DIGITAL LIGHTWAVE, INC.
ADD ONE
Steven H. Grant, executive vice president of finance and chief financial officer
commented: "We are pleased with the anticipated revenues from the sales of our
ASA 312 Network Information Computers in the first quarter of 1998. We have
adopted what we believe are the appropriate conservative policies for revenue
recognition and I am extremely comfortable with the quality and integrity of our
reported revenues and estimates for first quarter 1998."
Digital Lightwave previously announced that it would take a one-time charge of
approximately $1 million in the first quarter of 1998 related to management
reorganization and staff reduction in the company and anticipates a net loss for
the quarter. The company expects to report its final first quarter 1998 results
within 30 to 45 days.
"As 1997 came to a close, and throughout the first quarter of 1998, customer
demand for our portable ASA 312 Network Information Computers has been
encouraging," said Dr. Bryan J. Zwan, chairman and CEO. "I believe that our
strong base of active sales and growing list of customers confirm the value of
our technology, and represent a solid foundation for our planned introduction of
other Lightwave Management products.
"The ASA 312, which is used for installation, maintenance and monitoring of
SONET, ATM and T-Carrier networks and transmission equipment, has continued to
receive a very positive acceptance from many of the leaders in the
telecommunications industry, including WorldCom, AT&T, Qwest, Tellabs, and
Cisco."
OUTLOOK FOR 1998
Zwan stated: "Following our restructuring and management reorganization
announced in February, we entered 1998 with a renewed commitment to maximize the
potential of our technology, which is incorporated in our first product, the ASA
312 Network Information Computer. Positive customer feedback has shaped our
enhancements of the ASA 312 and has driven our efforts to develop our next
generation product line, Remote Access Agents."
Remote Access Agents (RAAs) offer much of the functionality of the company's
Network Information Computer, but in the form of a permanently installed,
unattended, software-controlled system. With RAAs embedded in a network, users
can remotely monitor and test network quality and performance, in real time, to
help them anticipate problems and deliver better network service.
Zwan added that, in 1998, the company plans to accelerate marketing efforts for
the ASA 312, and begin selling an OC-48 protocol testing option. He also said
Digital Lightwave is developing a new version of its Network Information
Computer, called the ASA 1648, designed for the international market.
Digital Lightwave serves the growing lightwave communications market--high-speed
telecommunications networks based on fiber optic technology--with products that
provide intelligent termination, integration and switching of lightwave
communications. The company's
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DIGITAL LIGHTWAVE, INC.
ADD TWO
products include portable Network Information Computers for field installation,
maintenance and monitoring of SONET, ATM and T-Carrier networks and transmission
equipment, and Remote Access Agents for unattended, software-controlled passive
monitoring and active stress testing to remotely identify network segment and
channel degradation, and to provide a real-time management information base for
Wide Area Networks.
Digital Lightwave's customers include companies serving the telecommunications
and networking industries. The company is headquartered in Clearwater, Florida,
and can be located on the Internet at http://www.lightwave.com
Statements in this release concerning Digital Lightwave, Inc. future operating
results and future product availability, are forward looking statements that
involve a number of uncertainties and risks. Facts that could cause actual
events or results to differ materially include the following: initial and
ongoing market acceptance of the company's new or enhanced products, customer
and industry analyst perception of the company and its technology, unanticipated
delays in scheduled product availability dates of the OC-48 protocol testing
option for the ASA 312, Remote Access Agents, the ASA 1648, and other products
(which could result from various occurrences including development or testing
difficulties, software errors, timely availability of technical components and
project management problems), rapid technological changes, competitive factors,
interoperability of the company's products with network element manufacturers,
shifts in customer demand, possible disruptive effects of recent organizational
and personnel changes, sales productivity, general business conditions and
market growth rates in the network performance monitoring equipment market, and
other factors described in the company's public filings with the SEC, including
its filings on Form 10-K.
The ASA 312 is a registered trademark of Digital Lightwave, Inc. in the United
States and/or in other countries. Digital Lightwave, Lightwave Management,
Network Information Computer, and Remote Access Agent are trademarks of Digital
Lightwave, Inc. for which application has been made.
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