FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 9, 1998
BROADBAND TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-21766 56-1615990
(Commission File Number) (IRS Employer Identification No.)
4024 Stirrup Creek Drive
P.O. Box 13737
Durham, North Carolina 27709-3737
(Address of principal executive offices) (Zip Code)
(919) 544-0015
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
The Exhibit Index appears on Page 3 of this report.
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Item 5. Other Events.
On October 13, 1998, the Registrant issued a press release that discloses:
(1) the Registrant has retained CIBC-Oppenheimer as its financial advisor; and
(2) the Registrant submitted to NASDAQ on October 9, 1998 the Registrant's plan
for achieving and maintaining continued listing on the NASDAQ National Market. A
copy of the press release is filed as Exhibit 99.1 hereto, which is incorporated
herein by reference.
Statements contained in this Current Report which are not historical in
nature are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
include, without limitation, those relating to the Registrant's ability to
achieve and maintain continued listing on the NASDAQ National Market. Such
forward-looking statements involve certain risks and uncertainties that could
cause actual results to differ materially from the anticipated results. These
risks and uncertainties include the possible failure to develop and implement
the Registrant's plan and possible failure to grant the Registrant sufficient
time to achieve and maintain continued listing on the NASDAQ National Market and
other factors as may be identified from time to time in the Registrant's filings
with the Securities and Exchange Commission or in the Registrant's press
releases.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit No. Exhibit
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99.1 Press Release of the Registrant, dated October 13, 1998.
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, thereunto duly authorized.
BROADBAND TECHNOLOGIES, INC.
By: /s/ David Orr
---------------------------------
Name: President
Dated: October 13, 1998
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EXHIBIT INDEX
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Exhibit No. Description Page No.
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<C> <S> <C>
99.1 Press Release of Registrant, dated October 13, 1998. 4
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BROADBAND TECHNOLOGIES, INC.
FOR IMMEDIATE RELEASE
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BROADBAND TECHNOLOGIES SUBMITS PLAN TO NASDAQ
Research Triangle Park, NC -- October 13, 1998 - BroadBand Technologies, Inc.
submitted a plan for achieving and maintaining Nasdaq National Market
Maintenance Standards. The plan was submitted Friday, October 9, 1998. As
disclosed in its 2nd quarter 1998 10Q filing, Nasdaq had informed the company
that unless a plan for achieving long-term compliance was submitted and
accepted, the company's stock would be delisted from the Nasdaq National Market.
A hearing with a panel authorized by Nasdaq's Board of Governors, will follow
the submittal of the plan. The hearing is scheduled for October 23, 1998.
To assist in the evaluation and execution of various alternatives to enhance
shareholder value, BroadBand retained CIBC Oppenheimer Corp. as its financial
advisor. When the plan, developed with the assistance of Oppenheimer, is
implemented BroadBand believes it will satisfy the listing requirements for
Nasdaq National Market securities. According to David E. Orr, CEO, BroadBand
Technologies, the company is optimistic that, with implementation of the new
plan, the BroadBand will be able to maintain its Nasdaq listing. He cautioned
however, that there can be no assurance that Nasdaq will not delist the company
prior to implementation of its plan or that the company will be able to
implement the plan.
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BroadBand Continued
Although BroadBand is unable to predict when Nasdaq will rule on the request, it
is likely to be within one month after the October 23 hearing. If the plan is
denied or a temporary exception is not granted, it is expected that BroadBand's
common stock would be delisted from the Nasdaq. Subsequently, quotes for its
shares would be available on the OTC Bulletin Board.
This release contains forward-looking statements about the company's
performance, including its ability to achieve and maintain Nasdaq's National
Market Maintenance Standards. The company's Form 10K, Form 10Qs and other
documents on file with the Securities and Exchange Commission identify important
factors which could cause actual results to differ materially from those
indicated by forward-looking statements. However, forward-looking statements are
beyond the ability of the company to control and in many cases the company
cannot predict all factors that would cause actual results to differ materially
from those indicated by the forward-looking statements.
BroadBand Technologies, Inc. is a communications equipment company that
manufactures and markets integrated network access platforms for the
telecommunications industry.
Contact: Rick Jones
BroadBand Technologies
(919) 405-4608
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