8-K 1 a2072428z8-k.txt 8-K 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) February 20, 2002 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 No.) 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) ITEM 5. OTHER EVENTS. On February 20, 2002, Lightbridge, Inc., a Delaware corporation ("Lightbridge" or the "Company") announced that it had completed an agreement to acquire Altawave Inc. In an asset transaction, Lightbridge agreed to pay $4 million in cash, plus up to an additional $6 million contingent on the achievement by Altawave of certain business goals, plus the assumption of certain liabilities. A closing, subject to specified conditions, was expected to occur by March 1, 2002. On March 1, 2002, all closing conditions with respect to the acquisition have been satisfied, and closing has occured. A copy of the press release issued by Lightbridge on February 20, 2002, which announced the agreement to acquire Altawave Inc., is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press Release dated February 20, 2002 entitled "Lightbridge Acquires Altawave Inc. to Broaden Mobile Business Solutions Portfolio" 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. LIGHTBRIDGE, INC. BY: /s/ HARLAN PLUMLEY --------------------------- HARLAN PLUMLEY VICE PRESIDENT, FINANCE AND ADMINISTRATION, CHIEF FINANCIAL OFFICER AND TREASURER March 1, 2002