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): November 19, 2001 ARDENT COMMUNICATIONS, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Delaware ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 000-26103 52-2066769 --------------------- -------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 6861 Elm Street, Third Floor McLean, Virginia 22101 - ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (703) 276-4200 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On November 19, 2001, Ardent Communications, Inc. and its wholly owned subsidiary Ardent, Inc. (together, the "Company") sold substantially all of the assets comprising the Company's digital subscriber line ("DSL") business to Network Access Solutions Corporation (the "Buyer"). The sale of the DSL assets was effectuated pursuant to an order of the United States Bankruptcy Court for the District of Columbia, which currently has jurisdiction over the voluntary Chapter 11 case commenced by the Company on October 10, 2001. The sale of the DSL assets was made pursuant to the Asset Purchase Agreement (the "Agreement") between the Company and the Buyer dated as of October 25, 2001. Pursuant to the Agreement, upon the closing of the sale transaction the Buyer paid total cash consideration to the Company of approximately $2,000,000 and assumed certain liabilities of the Company in the aggregate amount of $4,700,000. The foregoing description of the asset sale transaction is qualified in its entirety by reference to the Agreement, a copy of which is attached as Exhibit 2.1 and by this reference made a part hereof. ITEM 7. FINANCIAL STATEMENTS; PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits 2.1 Asset Purchase Agreement dated as of October 25, 2001 by and between Ardent Communications, Inc., Ardent, Inc. and Network Access Solutions Corporation. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Ardent Communications ,Inc. Date: November 30, 2001 By: /s/ Amit D. Rikhy ----------------------------- Amit D. Rikhy Senior Vice President and Chief Financial Officer