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TELLABS INC Form 8-K: Current report

TELLABS INC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2013-12-04: Form 8-K; Period of report 2013-12-02; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.01.
  • 2013-10-21: Form 8-K; Period of report 2013-10-18; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
  • 2013-08-01: Form 8-K; Period of report 2013-08-01; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2013-07-15: Form 8-K; Period of report 2013-07-12; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-12-048-K2013-12-021.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.03 The information disclosed under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
3.01 On December 3, 2013, Sub merged with and into the Company, with the Company continuing as the surviving corporation (the “Merger”).
3.03 The information contained in the Introductory Note and Item 5.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
5.01 As described in the Introductory Note above, at the Acceptance Time, Sub accepted for payment all Shares validly tendered and not validly withdrawn pursuant to the Offer on or prior to the Expiration Time.
5.02 In connection with the Merger, each of the members of the board of directors of the Company (the “Board”) resigned as a director of the Company and from all committees of the Board on which he or she served, effective as of the Effective Time.
5.03 In connection with the consummation of the Merger, the Company’s certificate of incorporation, as amended, and its bylaws, as amended, were each amended and restated in their entirety effective as of December 3, 2013.
8.01 On December 4, 2013, the Company and Marlin issued a joint press release announcing the expiration and results of the Offer and the consummation of the Merger.
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2013-10-218-K2013-10-181.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On October 21, 2013, the Company issued press release announcing the execution of the Merger Agreement, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
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2013-08-018-K2013-08-012.02 Results of Operations and Financial Condition2.02 On August 1, 2013, Tellabs, Inc. is reporting its results of operations for its fiscal second quarter ended June 28, 2013.d577591d8k.htm
2013-07-158-K2013-07-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 12, 2013, Tellabs, Inc. (“Tellabs” or the “Company”) appointed Lawrence A. (Larry) Rieger its acting Chief Financial Officer (CFO) effective immediately.d568236d8k.htm
2013-06-288-K2013-06-245.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 28, 2013, Tellabs, Inc. (Tellabs) announced the resignation of Thomas P. Minichiello, acting Chief Financial Officer, effective as of the close of business on July 12, 2013.d562129d8k.htm
2013-05-248-K/A2013-05-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Mr. Minichiello’s annual base salary has been set at $300,000, his participation in the Company’s Annual Incentive Program will be at a target annual bonus of 60% of base salary and he will be eligible to receive long-term incentive awards under the Company’s 2004 Incentive Compensation Plan (the “Plan”).d544689d8ka.htm
2013-05-228-K2013-05-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 20, 2013, Tellabs, Inc. (the “Company”) announced that Andrew B. Szafran, Executive Vice President and Chief Financial Officer (CFO), has resigned from the Company for personal reasons, unrelated to the Company’s operations, financial reporting or business outlook.d542945d8k.htm
2013-05-028-K2013-05-015.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 Tellabs, Inc. (the Company) held its Annual Meeting of Stockholders on May 1, 2013.
8.01 As previously reported, on August 24, 2012, Michael J. Birck, the Chairman of the Company’s Board of Directors (the Board), announced that he will not seek re-election to the Board at the Company’s 2013 Annual Stockholders Meeting on May 1, 2013.
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2013-04-268-K2013-04-252.02 Results of Operations and Financial Condition2.02 On April 25, 2013, Tellabs, Inc. is reporting its results of operations for its fiscal first quarter ended March 29, 2013.d526372d8k.htm
2013-02-278-K2013-02-271.01 Entry into a Material Definitive Agreement1.01 On February 27, 2013, Tellabs Inc. (the “Company”) entered into an agreement (the “Agreement”) with Third Avenue Management LLC and related entities (“Third Avenue”), pursuant to which the Company agreed (i) to nominate Alex Mashinsky to the Company’s Board of Directors at the Company’s 2013 Annual Stockholders Meeting (the “Annual Meeting”); and (ii) that subject to any limitations in its corporate documents, to amend its bylaws prior to the 2014 Annual Meeting to limit the size of the Board of Directors to a maximum of 10 directors.d493271d8k.htm
2013-02-018-K2013-01-312.02 Results of Operations and Financial Condition; 2.05 Costs Associated with Exit or Disposal Activities2.02 On January 31, 2013, Tellabs, Inc. is reporting its results of operations for its fiscal fourth quarter ended December 28, 2012.
2.05 On January 31, 2013, management initiated a restructuring plan that is designed to align expenses with revenue.
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