-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J0AyOesANa/hOzRifG57e9WR81W6RVbuEuudMvXW1gK2WesurwIxtQulAMUU7b+C dbnr4vNbv1MILmWciM6DEQ== 0000912057-01-503870.txt : 20010316 0000912057-01-503870.hdr.sgml : 20010316 ACCESSION NUMBER: 0000912057-01-503870 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010207 ITEM INFORMATION: FILED AS OF DATE: 20010315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIGHTBRIDGE INC CENTRAL INDEX KEY: 0001017172 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 043065140 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-21319 FILM NUMBER: 1569301 BUSINESS ADDRESS: STREET 1: 67 S BEDFORD ST CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 6173594000 MAIL ADDRESS: STREET 1: 67 SOUTH BEDFORD STREET CITY: BURLINGTON STATE: MA ZIP: 01803 8-K/A 1 a2041369z8-ka.txt 8-K/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------------------- FORM 8-K/A AMENDMENT NO. 1 TO 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 7, 2001 --------------------------- LIGHTBRIDGE, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-21319 04-3065140 -------------------- -------------- ------------------ (State or other jurisdic- (Commission (IRS Employer tion of incorporation) File Number) Identification Number) 67 SOUTH BEDFORD STREET, BURLINGTON, MASSACHUSETTS 01803 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (781) 359-4000 ------------------- NOT APPLICABLE ----------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) The undersigned Registrant hereby amends the following items, financial statements, exhibits and other portions of its Current Report on Form 8-K filed on February 9, 2001, as set forth in the pages attached hereto: ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Businesses Acquired. The financial statements of Corsair Communications, Inc. ("Corsair") set forth on pages 24 through 44 of Corsair's Annual Report on Form 10-K for the year ended December 31, 1999 are incorporated herein by reference. The financial statements of Corsair set forth on pages 3 through 8 of Corsair's Quarterly Report on Form 10-Q for the quarter ended September 30, 2000 are incorporated herein by reference. (b) Pro Forma Financial Information. The pro forma financial information set forth on pages P-1 through P-9 of the Registration Statement on Form S-4 of Lightbridge, Inc. (File No. 333-50196) is incorporated herein by reference. (c) Exhibits. 2.1* Amended and Restated Agreement and Plan of Reorganization dated as of November 8, 2000 among Lightbridge, Inc., Lightning Merger Corporation and Corsair Communications, Inc. 23.1 Consent of KPMG LLP, independent auditors 23.2 Consent of Deloitte & Touche LLP 99.1** Joint Press Release, dated February 7, 2001, entitled "Lightbridge and Corsair to Complete Merger." ----------- * Incorporated by reference to Registration Statement on Form S-4 of Lightbridge, Inc. (File No. 333-50196). ** Previously Filed. 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. LIGHTBRIDGE, INC. By: /s/ Pamela D.A. Reeve ----------------------------------- Pamela D.A. Reeve Chief Executive Officer March 15, 2001 EX-23.1 2 a2041369zex-23_1.txt EXHIBIT 23.1 Exhibit 23.1 Consent of KPMG LLP, Independent Auditors The Board of Directors Corsair Communications, Inc.: We consent to incorporation herein by reference of our report dated February 4, 2000, relating to the consolidated balance sheets of Corsair Communications, Inc. and subsidiaries as of December 31, 1998 and 1999, and the related consolidated statements of operations, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, 1999, which report appears in the December 31, 1999, annual report on Form 10-K of Corsair Communications, Inc. /s/ KPMG LLP Mountain View, California March 12, 2001 EX-23.2 3 a2041369zex-23_2.txt EXHIBIT 23.2 Exhibit 23.2 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statements Nos. 333-43588, 333-43586, 333-56772, 333-56774, 333-39817, 333-67881, 333-21585 and 333-23937 of Lightbridge, Inc. on Form S-8 of our report dated January 7, 1998, relating to the financial statements of Subscriber Computing, Inc. as of September 30, 1997 and for the year then ended (not presented separately therein or in any registration statements incorporated by reference therein), which is incorporated by reference in this Amendment No. 1 to the Current Report on Form 8-K/A of Lightbridge, Inc. dated February 7, 2001 and appears in the Annual Report on Form 10-K of Corsair Communications, Inc. for the fiscal year ended December 31, 1999. /s/ DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Costa Mesa, California March 12, 2001 -----END PRIVACY-ENHANCED MESSAGE-----