<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) SEPTEMBER 22, 1998
---------------------------
CONDUCTUS, INC.
- -------------------------------------------------------------------------------
(EXACT NAME OF REGISTRATION AS SPECIFIED IN CHARTER)
DELAWARE 000-19915 77-0162388
- -------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION FILE NUMBER)
969 W. MAUDE AVENUE SUNNYVALE, CA 94086
- -------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (408) 523-9950
-------------------------
- -------------------------------------------------------------------------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
<PAGE>
ITEM 5. OTHER EVENTS
The information which is set forth in the Registrant's News Release dated
October 1, 1998 is incorporated by reference.
ITEM 7. EXHIBITS
(c) EXHIBITS:
EXHIBIT
NUMBER
-------
99.1 Text of Press Release dated October 1, 1998.
<PAGE>
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.
Conductus, Inc.
- -------------------------
(Registrant)
Date: October 14, 1998 By: /s/ Charles E. Shalvoy
--------------------------------------
Charles E. Shalvoy
President and Chief Executive Officer
<PAGE>
CONDUCTUS, INC.
EXHIBIT INDEX
EXHIBIT
NUMBER
-------
99.1 Text of Press Release dated October 1, 1998.
<PAGE>
EXHIBIT NUMBER 99.1
Conductus Announces Additional $1.6 Million in Equity Financing; Acceleration
of ClearSite Product Development in Response to Market Demand
SUNNYVALE, Calif., Oct. 1 /PRNewswire/ -- Conductus, Inc. (Nasdaq: CDTS), a
leading manufacturer of high-performance superconductive wireless systems,
announced today that it has received an additional $1.620 million in
financing from existing and new investors to support new product development,
expand sales and marketing and increase production capacity of their
ClearSite(TM) Wireless Products. This second traunche brings the total amount
of equity and debt financing to $8.145 million. In September, the Company
released details of a first equity traunche in the amount of $5.025 million,
$1.0 million in a new lease line, and $0.50 million released from a prior
leasing agreement.
The terms of this equity funding are identical to those in the first
traunche. In connection with this second traunche, the company has issued
600,142 preferred shares at a fixed conversion price of $2.70 per share, and
warrants to purchase 120,025 shares of common stock at $2.70 per share. The
preferred shares have a cumulative stock dividend of 6% and are convertible
into common stock on a 1-to-1 basis, subject to anti-dilution provisions.
"I am pleased to announce this second round of equity financing," stated
Charles Shalvoy, President and CEO of Conductus, Inc. "This additional
funding provides us with the resources to accelerate our efforts to meet the
requirements in the wireless communications market, in both the commercial as
well as government sectors. Our ClearSite(TM) products continue to
demonstrate reduced dropped call rates, improved voice quality, enhanced
coverage, and increased billable minutes." Shalvoy continued, "This new
funding will support the development and market introduction of additional
new products for the rapidly growing wireless market."
Conductus, Inc., founded in 1987 and based in Sunnyvale, California,
develops, manufactures and markets electronic components and systems based on
superconductors for applications in the worldwide telecommunications market.
For many applications, the unique properties of superconductors offer
significant performance advantages over products based on conventional copper
electronic components. These advantages can provide improved
price/performance at the system level because of enhanced sensitivity and
efficiency as well as reduced size and weight.
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, including statements regarding the
Company's expectations, beliefs, hopes, intentions, or
4
<PAGE>
strategies regarding the future. Forward-looking statements include
statements regarding future sales, product introduction and acceptance,
market acceptance and financial stability. The Company's actual results and
the timing of certain events may differ significantly from the results
discussed in the forward-looking statements.
Press announcements and other information about Conductus are available on
the World Wide Web. Type http://www.conductus.com at the prompt.
SOURCE Conductus, Inc.
CONTACT: Ainslie Mayberry, Chief Financial Officer (interim) of Conductus,
Inc., 408-523-9428/
