<PAGE>
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): November 10, 1999
COPPER MOUNTAIN NETWORKS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
000-25865 33-0702004
(Commission File No.) (IRS Employer Identification No.)
2470 Embarcadero Way
Palo Alto, California 94303
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (858) 858-8500
<PAGE>
Item 5. Other Events.
The Board of Directors of Copper Mountain Networks, Inc. approved a two-for-one
stock split to be implemented as a 100% stock dividend (the "Stock Split"). Each
stockholder of record as of November 24, 1999 will receive one additional share
of Common Stock for each share of Common Stock held. In addition, the number of
shares of Common Stock reserved for issuance or subject to:
. outstanding options granted under Copper Mountain's employee stock
plans,
. outstanding options granted outside of Copper Mountain's employee stock
plans, and
. outstanding warrants to purchase Common Stock
will increase by 100%. Registration Statement No. 333-80333 will cover the
increase in the number of shares as a result of the Stock Split. Copper Mountain
hereby incorporates by reference the contents of the news release announcing the
Stock Split filed as Exhibit 99.1 to this report.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 News Release dated November 10, 1999.
2.
<PAGE>
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.
Copper Mountain Networks, Inc.
Dated: December 7, 1999 By: /s/ John Creelman
-------------------------------
John A. Creelman
Vice President of Finance,
Chief Financial Officer
and Secretary
3.
<PAGE>
INDEX TO EXHIBITS
99.1 News Release dated November 10, 1999.
<PAGE>
Exhibit 99.1
Investor Relations Contact:
- --------------------------
John Creelman
Chief Financial Officer
(619) 410-7116
[email protected]
- ----------------------------
COPPER MOUNTAIN NETWORKS, INC.
ANNOUNCES TWO-FOR-ONE STOCK SPLIT
PALO ALTO, Calif., November 10, 1999 - Copper Mountain Networks, Inc., (NASDAQ:
CMTN) today announced that its Board of Directors has approved a two-for-one
split of the Company's outstanding shares of common stock. The stock split will
be effected in the form of a stock dividend and will entitle each stockholder of
record at the close of business on November 24, 1999 to receive one share for
every outstanding share of common stock held on the record date. The stock
dividends resulting from the split are expected to be distributed by the
transfer agent on December 9, 1999. Copper Mountain Networks expects that its
Common Stock will begin trading on a split-adjusted basis on December 10, 1999.
About Copper Mountain Networks
Copper Mountain Networks, Inc., (NASDAQ: CMTN) develops and markets a
comprehensive family of DSL solutions that enable high-speed internetworking
over existing copper facilities. The company's mission is to enable carriers and
other service providers to offer a full range of high-performance, cost-
effective data and voice services over DSL that are easy to deploy, use, and
manage. Copper Mountain's CopperRocket(TM) CPE family addresses the bandwidth,
reliability, ease-of-use, and cost concerns of remote offices and users. Its
carrier-class CopperEdge(R) DSL concentrators and CopperView(TM) network
management solutions offer a robust and scalable platform for carriers and
multi-tenant unit service providers to generate a high return on investment
while satisfying the ever-increasing user demand for bandwidth. Customers
wanting more information about Copper Mountain products can contact Diana
Helfrich at (650) 687-3314 or visit the Company's World Wide Web site at
http://www.coppermountain.com. For investor relations information, call toll
free 877-INFO-CMTN (463-6268) or contact the Company at [email protected].
# # #
Portions of this release contain forward-looking statements regarding future
events and are subject to risks and uncertainties. Copper Mountain wishes to
caution you that there are some factors that could cause actual results to
differ materially from the results indicated by such statements. These factors
include, but are not limited to: quarterly fluctuations in operating results
attributable to the timing and amount of orders for our products, the
concentration of our revenue in a small number of customers, factors affecting
the rate of DSL deployment by our customers, market acceptance of our products,
our ability to keep pace with rapidly changing product requirements, and factors
affecting the demand for DSL technologies. We refer you to the documents Copper
Mountain files from time to time with the Securities and Exchange Commission,
specifically the section titled Risk Factors in our Registration Statement on
Form S-1 (No. 333-73153).
Copper Mountain and all Copper Mountain product names are trademarks of Copper
Mountain Networks, Inc. All other marks are the property of their respective
owners.
