8-K 1 vc105910.htm FORM 8-K

UNITED STATES
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): March 1, 2006 (February 23, 2006)

VERILINK CORPORATION

(Exact name of registrant as specified in charter)


Delaware

000-28562

94-2857548

(State of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

11551 E. ARAPAHOE RD., SUITE 150
CENTENNIAL, CO 80112-3833
(Address of principal executive offices / Zip Code)

303.968.3000
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o

Written communications pursuant to Rule 425 under the Securities Act.

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

 

 

o

Pre-commencement communications pursuant to Rule 14d—2(b) under the Exchange Act.

 

 

o

Pre-commencement communications pursuant to Rule 13e—4(c) under the Exchange Act.

 

 



Item 1.01.

Entry into a Material Definitive Agreement.

Each of the holders of the senior secured convertible notes (the “Senior Notes”) of Verilink Corporation (the “Company”) has agreed to extend the due date for the special installment payments due thereunder to March 8, 2006.

As previously reported on Form 8-K reports filed by the Company on February 6 and 7, 2006, the holders of the Senior Notes have exercised their rights to require the Company to make a total of $2.61 million in special installment payments. Prior to the extension referenced above, the special installment payments were due twenty trading days from the date of the respective holder’s special installment notices to the Company, with the first of such special installments being due March 1, 2006.

The extensions were executed as of various dates between February 23 and 28, 2006. These extensions do not change, alter or amend any of the Company’s other unrelated obligations under the documentation related to the Senior Notes.

Item 2.04.

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

See Item 1.01 above, which supplements Item 2.04 of the Form 8-K reports filed by the Company on February 6 and 7, 2006.


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.

 

VERILINK CORPORATION

 

(Registrant)

 

 

 

 

 

 

Dated: March 1, 2006

By:

/s/ Timothy R. Anderson

 

 


 

 

Timothy R. Anderson

 

 

Vice President and Chief Financial Officer