UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement |
On November 5, 2021, Veeco Instruments Inc. (the “Company”) entered into a privately-negotiated note purchase agreement (the “Note Purchase Agreement”) with Lynrock Lake LP under which the Company agreed to repurchase approximately $111.5 million in aggregate original principal amount of the Company’s outstanding 2.70 % Convertible Senior Notes due 2023 (the “Notes”) from Lynrock Lake Master Fund LP, a holder of the Notes, for cash consideration of approximately $115.6 million, and approximately $1.0 million of accrued and unpaid interest. The closing of the repurchase is expected to occur on November 10, 2021, subject to customary closing conditions. Following the repurchase, approximately $20.2 million aggregate principal amount of Notes will be outstanding.
The Note Purchase Agreement contains certain customary representations, warranties and covenants of the parties.
The description of the Note Purchase Agreement contained herein is qualified in its entirety by reference to the full text of the Note Purchase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On November 8, 2021, the Company issued a press release announcing the repurchase transaction described above under Item 1.01. A copy of this press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information furnished pursuant to this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
EXHIBIT INDEX
| Exhibit | Description | |
| | | |
| 10.1 | Note Purchase Agreement, dated as of November 5, 2021, by and between Veeco Instruments Inc. and Lynrock Lake LP | |
| 99.1 | Press Release dated November 8, 2021 | |
| 104 | | Cover Page Interactive Data File (formatted as inline XBRL). |
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.
| November 8, 2021 | VEECO INSTRUMENTS INC. | |
| | | |
| | By: | /s/ Kirk Mackey |
| | Name: | Kirk Mackey |
| | Title: | Vice President, General Counsel and Secretary |