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): April 26, 2000
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NCT Group, Inc.
(formerly Noise Cancellation Technologies, Inc.)
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(Exact name of Registrant as specified in Charter)
Delaware 0-18267 59-2501025
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(State or other juris- (Commission (IRS Employer
diction of incorporation File Number) Identification
Number)
1025 West Nursery Road, Linthicum, Maryland 21090
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (410) 636-8700
None
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(Former name or former address, if changes since last report)
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Item 5. Other Events
On April 26, 2000, NCT Group, Inc. (the "Company" or "NCT") issued a press
release announcing several senior management changes. Mr. Jay Haft retired as
Chairman of the Board of the Company. He remains a member of the Board of
Directors and will continue to advise the Company and its subsidiaries. Mr.
Michael Parrella was elected Chairman and retains his current position as Chief
Executive Officer of the Company. Ms. Irene Lebovics was elected President and
will be responsible for the Company's day-to-day operations as well as
supporting the logistics required to grow NCT's subsidiaries and new businesses.
The full text of this press release is included herewith as Exhibit 99(a).
Item 7. Exhibits
Exhibit No. Description Sequential Page
99(a) Press Release of April 26, 2000 5
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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.
NCT GROUP, INC.
By: /s/ CY E. HAMMOND
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Cy E. Hammond
Senior Vice President,
Chief Financial Officer
Date: April 26, 2000
Exhibit 99(a)
NEWS RELEASE
CONTACT: Joanna Lipper
NCT Group, Inc.
(203) 961-0500 ext. 3506
(203) 348-4106 (fax)
[email protected]
NCTI ANNOUNCES SENIOR MANAGEMENT CHANGES
STAMFORD, Conn, April 26, 2000 -- NCT Group, Inc. (OTCBB: NCTI) announced today
several senior management changes. Mr. Jay Haft retired as chairman of the board
of the Company. He remains a member of the Board of Directors and will continue
to advise the Company and its subsidiaries. Mr. Michael Parrella was elected
chairman and retains his current position as chief executive officer of the
Company. Ms. Irene Lebovics was elected president and will be responsible for
the Company's day-to-day operations as well as supporting the logistics required
to grow NCTI's subsidiaries and new businesses. Mr. Parrella will focus his
activities on the strategic business objectives of the Company and its
subsidiaries including, among other things, strategic partnerships,
acquisitions, licensing efforts, further exploitation of NCTI-developed
technologies and the identification and incubation of new technologies targeted
to rapidly-growing emerging markets such as eBusiness, IP telephony and
microbroadcasting.
"The Company would like to recognize the many contributions made by Jay
Haft during his years as chairman of the board and to express its sincere
appreciation for his efforts on behalf of the Company while in that capacity,"
said Mr. Parrella, chairman and CEO, NCTI. "We are pleased and privileged that
Jay's involvement with the Company will continue as we greatly value his
forthright, unbiased counsel and unwavering support."
Mr. Parrella has served as president and chief executive officer of NCTI
since 1986. Under his direction, NCTI has built one of the largest intellectual
property portfolios in its field and developed several leading-edge
technologies. Since joining the Company in 1989, Ms. Lebovics has been
responsible for the commercialization of the NoiseBuster(TM) and other active
noise reduction headset products as well as for the Company's marketing
communications activities and that of its subsidiaries. She has held the
position of executive vice president since October, 1998.
NCT Group, Inc. is a leading technology developer with an extensive
portfolio of proprietary algorithms and a wide variety of product offerings for
consumer, commercial and industrial applications. The Company specializes in the
utilization of sound and signal waves to reduce noise, improve signal-to-noise
ratio and enhance sound quality. For more information, refer to the company's
World Wide Web site at http://www.nct-active.com.
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Cautionary Statement Regarding Forward-Looking Statements
Certain information contained in this press release are forward-looking
statements within the meaning of the Private Securities Litigation Act of 1995
(the "Act"), which became law in December 1995. In order to obtain the benefits
of the "safe harbor" provisions of the Act for any such forward-looking
statements, the Company wishes to caution investors and prospective investors
about significant factors, which among others, have in some cases affected the
Company's actual results and are in the future likely to affect the Company's
actual results and cause them to differ materially from those expressed in any
such forward-looking statements. Investors and prospective investors should read
this press release in conjunction with the Company's most recent Form 10-K and
Forms 10-Q.
