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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): July 22, 1999
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REDBACK NETWORKS INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-25853 77-0438443
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1389 Moffett Park Drive, Sunnyvale, California 94089
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(Address of Principal Executive Offices) (Zip Code)
Company's telephone number, including area code: (408) 548-3500
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(Former Name or Former Address, if Changed Since Last Report.)
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ITEM 5. OTHER EVENTS
The Board of Directors of Redback Networks Inc. (the "Company")
has approved a two-for-one stock split of the Company's outstanding shares of
common stock. The stock split will be in the form of a stock dividend and will
entitle each stockholder of record at the close of business on August 5, 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 August 19, 1999. Redback Networks common
stock will begin trading on a split adjusted basis on August 20, 1999.
Additionally, the company has announced that Morgan Stanley Dean
Witter, the lead underwriter for the Company's initial public offering, has
agreed to an early release of the underwriters' lock-up restrictions on up to
three million shares of the Company's common stock. These shares were available
for sale starting on July 27, 1999.
Further details regarding these announcements are contained in
the Company's press release dated July 22, 1999, attached as an exhibit hereto
and incorporated by reference herein.
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ITEM 7. EXHIBITS.
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<CAPTION>
Exhibit
Number Description
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<S> <C>
99.1 Press release, dated July 22, 1999.
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SIGNATURES
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.
REDBACK NETWORKS INC.
Date: August 3, 1999 By: /s/ GEOFFREY C. DARBY
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Name: Geoffrey C. Darby
Title: Chief Financial Officer, Vice
President, Finance and Secretary
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C>
99.1 Press release, dated July 22, 1999.
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EXHIBIT 99.1
PRESS RELEASE
Contacts: Geoff Darby Bonnie McBride
Chief Financial Officer Managing Director
Redback Network The Carson Group
(408) 548-3500 (415) 989-0399
[email protected] [email protected]
REDBACK NETWORKS INC. ANNOUNCES TWO-FOR-ONE STOCK
SPLIT AND PARTIAL LOCK-UP RELEASE
SUNNYVALE, Calif., July 22, 1999 - Redback Networks Inc., (NASDAQ: RBAK) 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 August 5, 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
August 19, 1999. Redback Networks Common Stock will begin trading on a
split-adjusted basis on August 20, 1999.
The Company also announced that Morgan Stanley Dean Witter, the lead underwriter
for Redback's initial public offering, which was effective on May 18, 1999, has
agreed to an early release of the underwriters' lock-up restrictions on up to
three million shares of Redback Common Stock. Shares will be available for sale
no earlier than Tuesday, July 27th, 1999.
ABOUT REDBACK NETWORKS, INC.
Founded in 1996 and headquartered in Sunnyvale, Calif., Redback Networks, Inc.,
is a leading provider of advanced networking solutions that enable carriers,
-more-
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cable multiple system operators (MSOs), and service providers to rapidly deploy
high-speed broadband access to the Internet and corporate networks. The
company's Subscriber Management System(TM) (SMS) connects and manages large
numbers of subscribers using any of the major high-speed access technologies
such as Digital Subscriber Line (DSL), cable, and wireless. The SMS 1000, the
first product in the SMS family, received Best of Show honors for WAN and remote
access equipment at Network + InterOp, Las Vegas, in May 1998.
# # #
Redback and the Subscriber Management System are trademarks of Redback Networks,
Inc. Other trademarks, service marks, and trade names belong to their respective
owners.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
The statements contained in this press release that are not purely historical
are forward-looking statements within the meaning of Section 21E of the
Securities and Exchange Act of 1934, as amended, including statements regarding
Redback Networks' expectations, beliefs, intentions, or strategies regarding the
future. Forward-looking statements include statements regarding future sales.
All forward-looking statements included in this document are based upon
information available to Redback Networks as of the date hereof, and Redback
Networks assumes no obligation to update any such forward-looking statements.
Forward-looking statements involve risks and uncertainties, which could cause
actual results to differ materially from those projected. These and other risks
relating to Redback Networks' business are set forth in Redback Networks' Form
S-1, as amended and filed with the Securities and Exchange Commission on May 17,
1999, and the other reports filed from time to time with the Securities and
Exchange Commission.
