-----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, EF4vKrQPh/GkFBtaUbQVVZS9TEeA/BVgOK8V7DwsKspxUhYA7rD0g0RTAvi7kyra 3HZep+cqVixQGr/fb2M1dg== 0000950135-04-005728.txt : 20041217 0000950135-04-005728.hdr.sgml : 20041217 20041217171459 ACCESSION NUMBER: 0000950135-04-005728 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041216 ITEM INFORMATION: Cost Associated with Exit or Disposal Activities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041217 DATE AS OF CHANGE: 20041217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIGHTBRIDGE INC CENTRAL INDEX KEY: 0001017172 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 043065140 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21319 FILM NUMBER: 041212098 BUSINESS ADDRESS: STREET 1: 67 S BEDFORD ST CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 6173594000 MAIL ADDRESS: STREET 1: 67 SOUTH BEDFORD STREET CITY: BURLINGTON STATE: MA ZIP: 01803 8-K 1 b52847lbe8vk.txt LIGHTBRIDGE, INC. 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) December 16, 2004 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.) 30 CORPORATE DRIVE, 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) 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: [ ] WRITTEN COMMUNICATIONS PURSUANT TO RULE 425 UNDER THE SECURITIES ACT (17 CFR 230.425) [ ] SOLICITING MATERIAL PURSUANT TO RULE 14a-12 UNDER THE EXCHANGE ACT (17 CFR 240.14a-12) [ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 14d-2(b) UNDER THE EXCHANGE ACT (17 CFR 240.14d-2(b)) [ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 13e-4(c) UNDER THE EXCHANGE ACT (17 CFR 240.13e-4(c)) ITEM 2.05. COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES. On December 16, 2004, Lightbridge, Inc., a Delaware corporation ("Lightbridge" or the "Company"), announced a restructuring of its business in order to lower overall expenses to better align them with future revenue expectations. The restructuring, committed to and completed on December 16, 2004, consisted of a total workforce reduction of about 36 positions together with cuts to overhead spending. The restructuring is expected to produce approximately $4.2 million in annual pre-tax savings commencing in the first quarter of 2005. The Company expects to incur a total of approximately $1.4 million of costs associated with the restructuring, all of which are related to termination benefits provided to terminated employees. For the fourth quarter of 2004, the Company expects to record a restructuring charge of approximately $1.4 million associated with the workforce reduction. The full text of the Company's press release reporting the restructuring is attached as Exhibit 99.1 to this report and incorporated herein by reference. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) EXHIBITS. 99.1 Press Release dated December 16, 2004, entitled "Lightbridge Announces Restructuring." ----------- 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/ Timothy C. O'Brien ---------------------- Timothy C. O'Brien Vice President, Finance and Administration, Chief Financial Officer and Treasurer December 17, 2004 EX-99.1 2 b52847lbexv99w1.txt PRESS RELEASE Exhibit 99.1 [Lightbridge Logo] Lightbridge Announces Restructuring A REDUCTION IN WORKFORCE OF ABOUT 9%; EXPECTED ANNUALIZED SAVINGS OF $4.2M Company reaffirms fourth quarter revenue outlook BURLINGTON, MA - DECEMBER 16, 2004 - Lightbridge, Inc. (NASDAQ: LTBG), a leading analytics, decisioning and e-commerce company, today announced a restructuring of its business in order to lower overall expenses to better align them with future revenue expectations. Today's action follows the Company's recent announcement of an anticipated revenue reduction as a result of the acquisition of AT&T Wireless Services, Inc. by Cingular Wireless LLC. The restructuring consists of a total workforce reduction of about thirty-six positions together with cuts to overhead spending. Excluding the Company's call center workforce, this represents a nine percent employee reduction and is expected to produce approximately $4.2 million in annual pre-tax savings commencing in the first quarter of 2005. For the fourth quarter of 2004, the Company expects to record a restructuring charge of approximately $1.4 million associated with the workforce reduction. FOURTH QUARTER 2004 GUIDANCE The Company reaffirmed its revenue guidance of $30.0 - $32.0 million for the fourth quarter of 2004 with Authorize.Net expected to contribute in the range of $9.2 to $9.5 million. The Company's previously issued guidance of a ($0.02) - ($0.08) loss per share for the fourth quarter of 2004 will be increased by a ($0.05) loss per share related to the restructuring charge. In addition, as a result of recent developments in the Company's business, the Company is currently evaluating the adequacy of the valuation allowance against its deferred tax assets. This evaluation is not yet complete. If an increase in the valuation allowance is required, it will reduce the amount of the Company's deferred tax assets at December 31, 2004, resulting in an additional non-cash charge in the fourth quarter of 2004. Loss per share guidance for the fourth quarter of 2004 does not include the effect, if any, of this charge. - more - FOURTH QUARTER 2004 FINANCIAL RESULTS: WEBCAST INFORMATION Lightbridge has scheduled its webcast and conference call to discuss the Company's fourth quarter and year end 2004 financial results for Wednesday, January 27, 2005 at 5:00 P.M. (EST).
ACCESS TO LIVE CALL REPLAY OF CALL ------------------- -------------- o Go to: www.lightbridge.com Internet users o Click on Investor Relations Available until 2/10/2005 section and follow prompts to listen to webcast over the Internet - --------------------------------------------------------------------------- 888-802-8576 877-519-4471 U.S. dial-in Passcode: 5511058 Avail. until 2/3/2005 - --------------------------------------------------------------------------- 973-935-8515 973-341-3080 International dial-in Passcode: 5511058 Avail. until 2/3/2005
ABOUT LIGHTBRIDGE Lightbridge, Inc. (NASDAQ:LTBG) is a leading analytics, decisioning and e-commerce company that businesses trust to manage customer transactions. Lightbridge adds value to fraud screening, credit qualification, payment authorization, billing, and enhanced voice and data services. Lightbridge solutions leverage intelligent automated systems and human expertise, delivered primarily through the efficiencies and cost savings of an outsourced business model. Businesses around the world use Lightbridge to make smarter decisions, deliver better services, provide secure payments, reduce costs and enhance the lifetime value of their customers. For more information, visit www.lightbridge.com or call 800-LIGHTBR. ### CONTACTS LYNN RICCI Investor Relations Lightbridge, Inc. 781/359-4854 lricci@lightbridge.com Note to Editors: LIGHTBRIDGE, and the Lightbridge logo are registered trademarks of Lightbridge Inc. All other trademarks and registered trademarks are the properties of their respective owners. Forward-looking Statements: Certain statements in this news release that are not historical facts, including, without limitation, those relating to the Company's objectives, plans, strategies and commitments for the future including, without limitation, the financial impact of the Company's restructuring and other potential charges, the impact of the acquisition of AT&T Wireless Services, Inc. by Cingular Wireless LLC and the fourth quarter of 2004 financial guidance for the Company are forward-looking statements that involve risks and uncertainties. Such statements are based upon the current beliefs and expectations of the management of the Company. Actual results may vary materially from those contained in forward-looking statements based on a number of factors including, without limitation, (i) dependence on a limited number of clients, (ii) the Company's revenue concentration in the wireless telecommunications business and the declining subscriber growth rate in that business, (iii) continuing rapid change in the telecommunications industry including, without limitation, the acquisition of AT&T Wireless Services, Inc. by Cingular Wireless LLC, the payment processing industry, and other markets in which the Company does business that may affect both the Company and its clients, (iv) current and future economic conditions generally and particularly in the telecommunications industry, (v) uncertainties about the Company's ability to execute on, and about the impact on the Company's business and operations of, its objectives, plans, strategies or commitments as a result of potential technological, operational, market or competitive factors, or the acquisition of Authorize.Net, (vi) the impact of restructuring and other charges on the Company's business and operations, (vii) integration, employee retention, recognition of cost and other benefits and revenue synergies, and other risks associated with acquisitions including the acquisition of Authorize.Net, and (viii) the factors disclosed in the Company's filings with the U.S. Securities and Exchange Commission including, without limitation, its 2003 Annual Report on Form 10-K and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2004. The Company undertakes no obligation to update any forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----