-----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, Njsh6AZJh1QIAIM6Bd+kziJ9aTLGP9wx/70iEgMS5shzmB6BwckdrRe5KPOwJyaj 71Rxd5y9gl6wSojL5icC/Q== 0001095811-01-503588.txt : 20010804 0001095811-01-503588.hdr.sgml : 20010804 ACCESSION NUMBER: 0001095811-01-503588 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010801 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20010802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW FOCUS INC CENTRAL INDEX KEY: 0001090215 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 330404910 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29811 FILM NUMBER: 1696050 BUSINESS ADDRESS: STREET 1: 5215 HELLYER AVENUE STE 100 CITY: SAN JOSE STATE: CA ZIP: 951381001 BUSINESS PHONE: 4089808088 MAIL ADDRESS: STREET 1: 5215 HELLYER AVENUE STE 100 CITY: SAN JOSE STATE: CA ZIP: 951381001 8-K 1 f74584e8-k.htm FORM 8-K FORM 8-K
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549-1004

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): August 1, 2001

NEW FOCUS, INC

(Exact name of Registrant as specified in its charter)
         
Delaware   0-29811   33-0404910
(State of other jurisdiction of
incorporation or organization)		   Commission File No.   (I.R.S. Employer
Identification Number)

5215 Hellyer Avenue
San Jose, California 95138-1001

(Address of principal executive offices)

(408) 284-4700

(Registrant’s telephone number, including area code)

 

ITEM 5. OTHER EVENTS
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99

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ITEM 5. OTHER EVENTS

     On August 1, 2001, New Focus, Inc. issued a press release announcing that the Board of Directors of New Focus, Inc. approved the adoption of a Preferred Stock Rights Agreement. The press release is attached as Exhibit 99 to this Form 8-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

  (c)   Exhibits.

      Exhibit 99
New Focus, Inc. Press Release issued August 1, 2001.

 

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SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act or 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  New Focus, Inc.
(Registrant)

Date: August 1, 2001
  By: /s/ William L. Potts, Jr.
  William L. Potts, Jr.
Chief Financial Officer

 

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EXHIBIT INDEX
             
Exhibit            
Number            
           
99
  
New Focus, Inc. Press Release issued August 1, 2001.

  EX-99 3 f74584ex99.txt EXHIBIT 99 1 EXHIBIT 99 NEW FOCUS ADOPTS STOCKHOLDER RIGHTS PLAN FOR IMMEDIATE RELEASE: SAN JOSE, California (August 1, 2001): New Focus, Inc., (Nasdaq: NUFO), a leading supplier of innovative fiber-optic products for next-generation optical networks under the Smart Optics for Networks(TM) brand, today announced that the company's board of directors has adopted a stockholder rights plan. Under the plan the company will issue a non-taxable dividend of one right for each share of the company's common stock, par value of $0.001 per share, held by stockholders of record as of the close of business on August 31, 2001. The plan is designed to assure stockholders fair value in the event of a future unsolicited business combination or similar transaction involving the company. New Focus indicated that the plan was not adopted in response to any attempt to acquire the company and that the company is not aware of any such efforts. Each right will initially entitle stockholders to purchase for $40.00 a fractional share of the company's preferred stock with economic terms similar to those of one share of the company's common stock. The rights are not immediately exercisable and will become exercisable only upon the occurrence of certain events. If a person or group acquires or announces a tender or exchange offer that would result in the acquisition of fifteen percent or more of the company's common stock while the stockholder rights plan remains in place, all rights holders, except the acquiring person or group, will be entitled to acquire the company's common stock at a discount. The effect will be to encourage third parties interested in acquiring fifteen percent or more of the company's common stock to negotiate with the company's board of directors. The board of directors may terminate the stockholder rights plan or redeem the rights for $.001 per share within certain specified time frames. The rights will expire ten years from the record date of the plan. Further details of the plan are outlined in a letter that will be mailed to stockholders as of the record date. ABOUT NEW FOCUS: New Focus designs, manufactures and markets innovative fiber-optic products for next-generation optical networks. The company's Smart Optics for Networks(TM) products enhance the performance of next-generation optical networks by enabling higher channel counts, faster data rates, longer reach lengths, new service capabilities, and lower costs of ownership. Founded in 1990, the company remains a leader in the creation of advanced optical products for the commercial and research marketplaces. The company is headquartered in San Jose, California and has operations in Camarillo, California, Madison, Wisconsin, and Shenzhen, People's Republic of China. 2 For more information about New Focus visit the company's Internet home page at http://www.newfocus.com, call our Investors Relations Department at 408-284-NUFO, or e-mail us at investor@newfocus.com. COMPANY CONTACTS: William L. Potts, Jr., Chief Financial Officer 408-284-5184 David A. Shoquist, Treasurer 408-284-4912 -----END PRIVACY-ENHANCED MESSAGE-----