UNITED STATES

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): July 6, 2003

 


 

REDBACK NETWORKS INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   000-25853   77-0438443

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

300 Holger Way

San Jose, CA 95134

(408) 750-5000

(Addresses, including zip code, and telephone numbers, including area code, of principal executive offices)

 



ITEM 5. OTHER EVENTS.

 

On July 6, 2003, Redback Networks Inc. (“Redback”) entered into a lock-up agreement (the “Lock-Up Agreement”) with holders of approximately 67% of Redback’s outstanding 5% Convertible Subordinated Notes due 2007 relating to a proposed recapitalization transaction involving, among other things, the future commencement by Redback of an offer to exchange all of its outstanding convertible subordinated notes for shares of common stock. Consummation of the recapitalization transaction is subject to regulatory approval and other customary closing conditions. A form of the Lock-Up Agreement is attached as Exhibit 99.1 hereto and is incorporated by reference herein.

 

On July 7, 2003, Redback issued a press release (the “Press Release”) announcing the signing of the Lock-Up Agreement. A copy of the Press Release is attached as Exhibit 99.2 hereto and is incorporated by reference herein.

 

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

 

(c) EXHIBITS.

 

Exhibit
Number


  

Description


99.1   

Form of Lock-Up Agreement dated July 6, 2003

99.2   

Press Release dated July 7, 2003


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.

 

   

REDBACK NETWORKS INC.

DATE: July 7, 2003

 

By:

 

/s/    KEVIN A. DENUCCIO        


       

Kevin A. DeNuccio

Chief Executive Officer and President

 


EXHIBIT INDEX

 

Exhibit
Number


  

Description


99.1   

Form of Lock-Up Agreement dated July 6, 2003

99.2   

Press Release dated July 7, 2003