-----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, ADiVKpQ0Y7f+6q8U6F4km+5yVRNTe4Colk3E/GOUioRnbTaal7KYg3Pp0wq27KDb LuwMhDbIWj7Lsp1nRoDeyA== 0000930413-10-005726.txt : 20101118 0000930413-10-005726.hdr.sgml : 20101118 20101118173028 ACCESSION NUMBER: 0000930413-10-005726 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101112 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101118 DATE AS OF CHANGE: 20101118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZYGO CORP CENTRAL INDEX KEY: 0000730716 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 060864500 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12944 FILM NUMBER: 101203597 BUSINESS ADDRESS: STREET 1: LAUREL BROOK RD CITY: MIDDLEFIELD STATE: CT ZIP: 06455 BUSINESS PHONE: 8603478506 MAIL ADDRESS: STREET 1: LAUREL BROOK ROAD CITY: MIDDLEFIELD STATE: CT ZIP: 06455 8-K 1 c63419_8k.htm

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)

          November 12, 2010          

 

 

                           ZYGO CORPORATION                            

(Exact Name of Registrant as Specified in its Charter)

 

 

     Delaware     
     0-12944     
     06-0864500     
(State or Other Jurisdiction
(Commission
(IRS Employer
of Incorporation)
File Number)
Identification No.)
         
Laurel Brook Road, Middlefield, CT
06455-0448
(Address of Principal Executive Offices)
(Zip Code)

 

 

Registrant’s telephone number, including area code:

(860) 347-8506

 

                                        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 (see General Instruction A.2 below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

 

ITEM 8.01 OTHER EVENTS.

 

On November 16, 2010, Zygo Corporation closed on the acquisition of substantially all the assets of ASML US, Inc.’s Richmond, California facility, including high precision optical machining and polishing equipment, work-in-process inventory and a 60,000 square-foot facility in Richmond, California. The purchase price paid by Zygo is the net book value of the acquired assets, including current work-in-process inventory. In conjunction with the acquisition, Zygo entered into a long-term supply agreement with ASML. In a press release dated November 16, 2010, Zygo announced the closing of the acquisition. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits

 

99.1

Press Release, dated November 16, 2010, issued by Zygo Corporation which announced the acquisition of assets of ASML US Inc. Richmond Optics facility.

 

 

 

 



 

 

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.

 

ZYGO CORPORATION

 

 

Date: November 18, 2010

By:

/s/ John A. Tomich

 

 

Name: John A. Tomich

Title: Vice President, Secretary and General Counsel

 

 



 

 

EXHIBIT INDEX

 

99.1

Press Release, dated November 16, 2010, issued by Zygo Corporation which announced the acquisition of assets of ASML US Inc. Richmond Optics facility.

 

 



EX-99.1 2 c63419_ex99-1.htm

Exhibit 99.1

 

ZYGO

News Release

For Further Information Call:

Dr. Chris L. Koliopoulos

President and CEO

Voice: 860-347-8506

inquire@zygo.com

 

For Immediate Release  

 

ZYGO CLOSES ON ACQUISITION OF ASSETS

OF ASML US RICHMOND OPTICS FACILITY

 

MIDDLEFIELD, CT, November 16, 2010 – Zygo Corporation (NASDAQ: ZIGO), a leading provider of high precision optical components and optical metrology instruments, announced today that it has closed on its previously announced agreement with ASML US, Inc. to purchase substantially all the assets of ASML’s Richmond, California facility. The assets were acquired for their net book value, including current work-in-process inventory, among other consideration. In addition, Zygo has hired key management and employees working at ASML’s Richmond facility to become part of Zygo’s Optical Systems Division - Extreme Precision Optics Group.

 

Dr. Chris Koliopoulos, President and CEO of Zygo Corporation, commented, “This acquisition exemplifies Zygo Corporation’s continued commitment to be a world leader in extreme precision optical fabrication. We look forward to additional business opportunities with our customers as a result of this acquisition.”

 

Zygo Corporation is a worldwide supplier of optical metrology instruments, precision optics, and electro-optical design and manufacturing services serving customers in the semiconductor capital equipment, bio-medical, scientific and industrial markets.

 

 

Forward-Looking Statements

All statements other than statements of historical fact included in this news release regarding financial performance, condition and operations, and the business strategy, plans, anticipated revenues, bookings, market acceptance, growth rates, market opportunities, and objectives of management of the Company for future operations are forward-looking statements. Forward-looking statements are intended to provide management’s current expectations or plans for the future operating and financial performance of the Company based upon information currently available and assumptions currently believed to be valid. Forward-looking statements can be identified by the use of words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plans,” “strategy,” “project,” and other words of similar meaning in connection with a discussion of future operating or financial performance. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors. Among the important factors that could cause actual events to differ materially from those in the forward-looking statements are fluctuations in capital spending of our customers; fluctuations in revenues to our major customer; manufacturing and supplier risks; risks of order cancellations, push-outs and de-bookings; dependence on timing and market acceptance of new product development; rapid technological and market change; risks in international operations; risks related to the reorganization of our business; dependence on proprietary technology and key personnel; length of the revenues cycle; environmental regulations; investment portfolio returns; fluctuations in our stock price; the risk that anticipated growth opportunities may be smaller than anticipated or may not be realized; risks related to the acquisition of Zemetrics and of the assets of ASML’s Richmond California facility, if consummated, and integration of the business and employees; and the risk related to the Company’s recent and announced changes to senior management. Zygo Corporation undertakes no obligation to publicly update or revise forward-looking statements to reflect events or circumstances after the date of this news release. Further information on potential factors that could affect Zygo Corporation’s business is described in our reports on file with the Securities and Exchange Commission, including our Form 10-K for the fiscal year ended June 30, 2010, filed with the Securities and Exchange Commission on September 13, 2010.

 

 

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