UNITED STATES
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): April 11, 2003
LUCENT TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-11639 22-3408857
(Commission File Number) (IRS Employer Identification No.)
600 Mountain Avenue, Murray Hill, New Jersey 07974
(Address of principal executive offices) (Zip Code)
(908) 582-8500
(Registrant's telephone number)
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
On April 9, 2003, Lucent Technologies Inc. (the "Company") entered
into an Equity Distribution Agreement (the "Agreement") with UBS Warburg LLC
(the "Agent"), which is attached as Exhibit 1.1 hereto. Under the terms of the
Agreement, the Company may offer and sell up to 100 million shares of its common
stock, from time to time, through the Agent. Sales of the shares, if any, will
be made by means of ordinary brokers' transactions on the New York Stock
Exchange. The Agent will be entitled to a commission equal to 1.33% of the gross
sales price per share of the shares sold under the Agreement. On April 11, 2003,
in connection with this offer and sale of shares from time to time under the
Agreement, the Company filed a prospectus supplement to the prospectus included
in the Registration Statement on Form S-3 (File No. 333-102645) filed by the
Company under the Securities Act of 1933, as amended, and which was declared
effective on March 28, 2003.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 1.1 Equity Distribution Agreement, dated April
9, 2003, by and between Lucent Technologies
Inc. and UBS Warburg LLC.
Exhibit 10.1 First Amendment to the Lucent Technologies
Inc. 1997 Long Term Incentive Plan
Exhibit 10.2 Lucent Technologies Inc. 2003 Long Term
Incentive Plan
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, thereunto duly authorized.
LUCENT TECHNOLOGIES INC.
Dated: April 11, 2003 By: /s/ John A. Kritzmacher
-------------------------
Name: John A. Kritzmacher
Title: Senior Vice President and Corporate
Controller
EXHIBIT INDEX
Exhibits:
Exhibit 1.1 Equity Distribution Agreement, dated April 9, 2003, by and
between Lucent Technologies Inc. and UBS Warburg LLC.
Exhibit 10.1 First Amendment to the Lucent Technologies Inc. 1997 Long
Term Incentive Plan
Exhibit 10.2 Lucent Technologies Inc. 2003 Long Term Incentive Plan