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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
JUNE 23, 1999
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Date of Report (Date of earliest event reported)
ILLINOIS SUPERCONDUCTOR CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-22302 36-3688459
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(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
451 KINGSTON COURT, MT. PROSPECT, ILLINOIS 60056
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(Address of principal executive offices) (Zip Code)
(847) 391-9400
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On June 23, 1999, Illinois Superconductor Corporation (the "Company")
issued a press release announcing that, effective as of June 24, 1999, the
Company's common stock will trade on the OTC Bulletin Board and not the Nasdaq
National Market. A copy of the June 23, 1999 press release is attached hereto as
Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99.1: Press Release issued by Illinois Superconductor
Corporation (the "Company") on June 23, 1999 announcing that, effective as of
June 24, 1999, the Company's common stock will trade on the OTC Bulletin Board
and not the Nasdaq National Market.
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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.
ILLINOIS SUPERCONDUCTOR CORPORATION
By: /s/ William M. Kochlefl
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William M. Kochlefl
Vice President, General Counsel and Secretary
Date: June 23, 1999
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EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION OF EXHIBITS
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99.1 Press Release issued by Illinois Superconductor Corporation (the
"Company") on June 23, 1999 announcing that, effective as of June 24,
1999, the Company's common stock will trade on the OTC Bulletin Board
and not the Nasdaq National Market.
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[ILLINOIS SUPERCONDUCTOR CORPORATION LOGO]
CONTACT: Monique Showalter
FOR IMMEDIATE RELEASE PHONE: (847) 391 9426
ILLINOIS SUPERCONDUCTOR CORPORATION TO BE TRADED
ON THE OTC BULLETIN BOARD
Mount Prospect, IL (June 23, 1999) -- Illinois Superconductor
Corporation (NASDAQ: ISCO), a leading supplier of superconducting technology for
the wireless telecommunications industry, today announced that effective as of
the open of business on June 24, 1999, the Company's common stock will trade on
the OTC Bulletin Board. The move to the OTC Bulletin Board is taking place
because the Company does not currently satisfy the net tangible asset
requirement for continued listing on the Nasdaq National Market.
According to Ted Laves, president and chief executive officer, "We
believe that the OTC market should provide our investors with the continued
ability to trade ISC stock. We will maintain our focus on strengthening revenues
and margins, which we believe is in the long term best interest of our
shareholders. We anticipate progress on revenues and margins will lead to the
Company's listing on a major stock exchange in the future."
The Company's common stock will continue to trade on the OTC under the
symbol: "ISCO." The OTC Bulletin Board is a regulated quotation service that
displays real-time quotes and last-sale price and value information in
over-the-counter (OTC) equity securities. Information about the OTC Bulletin
Board is available on the Internet at http://www.otcbb.com.
Illinois Superconductor Corporation is a leader in the
commercialization of high temperature superconducting technology for the
wireless telecommunications industry. The Company develops, manufactures and
markets radio frequency (RF) products to
-more-
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ILLINOIS SUPERCONDUCTOR CORPORATION
TO BE TRADED ON THE OTC BULLETIN BOARD
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enhance the quality and capacity of cellular telephone, personal communications
services (PCS) and other wireless telecommunications services. With more than 30
different configurations, ISC is well equipped to satisfy the demanding and ever
changing technological requirements of both rural and urban applications of
carriers nationwide. The benefits of the ISC products which have been clearly
documented by a number of customers include: increased capacity and range,
increased coverage, increased revenues per cell site (as much as 18% based on
minutes per use), easier location of new cell sites due to tolerance of
interference, improved voice quality, and reduced dropped calls (up to 40%).
More information about Illinois Superconductor Corporation is available on the
Company's internet web site at http://www.ilsc.com.
Statements contained in this news release that are not historical
facts are forward-looking statements. Such forward-looking statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 and reflect the Company's current expectations regarding the
future results of operations, performance and achievements of the Company. The
Company has tried, whenever possible, to identify these forward-looking
statements by using words such as "anticipates," "believes," "estimates,"
"expects," "plans," "intends" and similar expressions. These statements reflect
the Company's current beliefs and are based on information currently available
to it. Accordingly, these statements are subject to certain risks,
uncertainties, and contingencies which could cause the Company's actual results,
performance or achievements for 1999 and beyond to differ materially from those
expressed in, or implied by, such statements. These important factors include,
without limitation, the Company's ability to obtain additional financing in the
near future; the Company's history of net losses and the lack of assurance that
the Company's earnings will be sufficient to cover fixed charges in the future;
the degree to which the Company is leveraged and restrictions imposed on the
Company under its existing debt instruments which may adversely affect the
Company's ability to finance its future operations, to compete effectively
against better capitalized competitors and to withstand downturns in its
business or the economy generally; continued downward pressure on the prices
charged for the Company's products due to competition of rival manufacturers of
filters for the wireless telecommunications market; the timing and receipt of
customer orders; the Company's ability to attract and retain key personnel; and
the effects of legal proceedings. A more complete description of these risks,
uncertainties and assumptions are included in the Company's filings with the
Securities and Exchange Commission, including those described under the heading
"Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1998. The Company undertakes no obligation to update or
revise these forward-looking statements to reflect new events or uncertainties.
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