8-K 1 g87521e8vk.txt GLENAYRE TECHNOLOGIES, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2004 GLENAYRE TECHNOLOGIES, INC. (Exact name of registrant as specified in charter) Delaware 0-15761 98-0085742 ----------------------------- ---------------- --------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) file number) Identification Number) 11360 Lakefield Drive, Duluth, Georgia 30097 ----------------------------------------------------- -------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 770-283-1000 ------------ ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Company's News Release dated March 1, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On March 1, 2004, Glenayre Technologies, Inc. (the "Company") issued a news release providing financial results for the fourth quarter of 2003. The news release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual results to differ. The Company's news release is furnished as Exhibit 99.1 to this Current Report. Neither the foregoing nor the news release furnished as Exhibit 99.1 shall be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. 1 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 hereunto duly authorized. Glenayre Technologies, Inc. Dated: March 1, 2004 By: /s/ Debra Ziola ----------------------------- Name: Debra Ziola Title: Senior Vice President and Chief Financial Officer 2 SECURITIES AND EXCHANGE COMMISSION Washington, DC EXHIBITS CURRENT REPORT ON FORM 8-K Date of Event Reported: March 1, 2004 Commission File No: 0-15761 GLENAYRE TECHNOLOGIES, INC. EXHIBIT INDEX
Exhibit No. Exhibit Description ----------- ------------------- 99.1 Company's News Release dated March 1, 2004.