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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) February 11, 2000
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STM WIRELESS, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-19923 95-3758983
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No)
One Mauchly, Irvine, California 92618
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(Address of Principal executive offices) (Zip Code)
Registrant's telephone number, including area code (949) 753-7864
Not Applicable
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(Former name or former address, if changed since last report)
Page 1 of 4
Exhibit Index on Page 4
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Items 1 through 4, 6, 8, and 9 are not applicable.
Item 5 Other Events.
Reference is made to the press release issued to the public by STM on
February 11, 2000, the text of which is attached hereto as Exhibit 99.1, for a
description of the events reported pursuant to this Form 8-K.
Item 7 Finanacial Statements and Exhibits
(a) Financial Statements
Not Applicable
(b) Pro Forma Financial Information
Not Applicable
(c) Exhibits
Exhibit No. Description
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99.1 Press Release dated February 11, 2000
Page 2 of 4
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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 thereunto duly authorized.
STM WIRELESS INC.
Date: February 16, 2000 By: /s/ JOSEPH WALLACE
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Joseph Wallace
Vice President, Finance,
Chief Financial Officer and Secretary
Page 3 of 4
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated February 11, 2000.
Page 4 of 4
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EXHIBIT 99.1
For Further Information, Contact:
Investor Relations:
Lippert/Heilshorn & Associates
Keith Lippert
(212) 838-3777
Kris Otridge
(415) 433-3777
Company Communications:
STM Wireless, Inc.
Joseph Wallace, Chief Financial Officer
(949) 753-7864
Web site: WWW.STMI.COM
STM WIRELESS, INC. ELECTS MARK SHAHRIARY TO BOARD OF DIRECTORS
- BRINGS EXPERIENCE FROM TELEDESIC AND HUGHES -
IRVINE, CALIFORNIA, February 11, 2000 - STM WIRELESS, INC. (STM), (NASDAQ
NM Symbol: STMI) today announced that Mark Shahriary has been elected to its
Board of Directors. Dr. Shahriary replaces Lawrence D. Lenihan, Jr., who
resigned from the Board to make a position available for Dr. Shahriary. The
number of members on the company's Board remains five.
Dr. Shahriary, 55, has extensive management experience in all aspects of
satellite communications, including technology, space segment design and
implementation, and services. Most recently, Dr. Shahriary served as President
of Teledesic LLC, a company founded by Bill Gates and Craig McCaw to offer
satellite Internet access. Prior to joining Teledesic, Dr. Shahriary held
numerous executive management positions during his 16-year career at Hughes
Space and Communications. In his last position at Hughes, as executive vice
president, he was responsible for directing the operations of the $2.5 billion
company. Dr. Shahriary is the winner of the 1989 L.A. Hyland Patent Award, the
highest award given at Hughes, and holds seven U.S. patents related to various
communication designs. He earned his BSEE and MSEE from California State
University and his Ph.D. in solid state engineering from the University of
California at Los Angeles. Dr. Shahriary is also on the Board of Directors of
Peregrine Semiconductor Corporation.
Emil Youssefzadeh, President and CEO of STM Wireless, said, "We are
delighted with the addition of Mark to our Board of Directors. Mark brings to
the Board valuable managerial and strategic planning skills and expertise,
culled from his years of
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experience in the satellite industry. I feel confident that Mark will provide us
with invaluable advice and contacts as we continue to position STM to take
advantage of the worldwide demand for broadband products and services."
Youssefzadeh continued, "I would also like to thank Larry Lenihan for his
contributions to the Board and wish him well in his future endeavors."
About STM Wireless, Inc.
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STM Wireless, Inc., headquartered in Irvine, California, is a provider of
satellite communications equipment solutions for IP based networking, telephony
and data applications including broadband and Internet access products, and
integrated wireless local loop systems, with equipment installed in over 90
countries.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of
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1995:
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This document contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. In addition, from time to time, STM Wireless,
Inc. or its representatives have made or may make forward-looking statements,
orally or in writing. The words "estimate", "project", "potential", "intended",
"expect", "believe" and similar expressions or words are intended to identify
forward-looking statements. Such forward-looking statements may be included in,
but are not limited to, various filings made by the Company with the Securities
and Exchange Commission, press releases or oral statements made with the
approval of an authorized executive officer of the company. Actual results could
differ materially from those projected or suggested in any forward-looking
statements as a result of a wide variety of factors and conditions. As discussed
in the Company's Annual Report on Form 10-K for the year ended December 31,
1998, and its Form 10-Qs for the first, second and third quarters of fiscal
1999, the Company's future operating results are uncertain and may be impacted
by the following factors, among others: the long-term cycle involved in
completing major contracts, particularly in foreign markets; increasing
competitive pressures; general economic conditions; technological advances;
financing risks; the timing of new product introductions; political and economic
risks involved in foreign markets and foreign currencies; and the timing of
operating and other expenditures.
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