8-K

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 12, 2013

MATTSON TECHNOLOGY, INC.

(Exact name of Registrant as Specified in its Charter)

Delaware	000-24838	77-0208119
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

47131 Bayside Parkway

Fremont, California    94538

(Address of Principal Executive Offices including Zip Code)

(510) 657-5900

(Registrant's Telephone Number, Including Area Code)

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:

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

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

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

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

Item 1.01. Entry into a Material Definitive Agreement

Credit Agreement

On April 12, 2013, Mattson Technology, Inc. (the “Company”) entered into a credit agreement (the “Credit Agreement”) regarding a three-year $25,000,000 senior secured revolving credit facility with Silicon Valley Bank, part of SVB Financial Group. Under the Credit Agreement, advances are available based on (i) the achievement of certain quarterly EBITDA levels, and (ii) a borrowing base formula equal to the sum of up to (a) 80 percent of eligible accounts receivable and advance billings and (b) 30 percent of eligible inventory, minus any reserves established by the bank. Upon closing, the Company borrowed $10 million under the Credit Agreement at an annual interest rate of 4.75 percent.

The obligations of the Company under the Credit Agreement are guaranteed by Mattson International, Inc., a wholly-owned subsidiary of the Company (together with the Company, the “Loan Parties”), and are secured by substantially all of the assets of the Loan Parties, including a pledge of the capital stock holdings of the Loan Parties in certain of their direct subsidiaries.

The interest rates under the Credit Agreement will depend on the type of loan, the Company's consolidated EBITDA for the trailing four fiscal quarters, and on published rates plus an applicable margin. Pursuant to the terms of the Credit Agreement, borrowings classified as Alternate Base Rate (“ABR”) loans bear interest at a rate based on ABR (which is equal to the higher of the prime rate or the Federal Funds Effective Rate plus 0.50 percentage points) plus an applicable margin that varies between 0.25 percent and 1.50 percent depending on the Company's consolidated EBITDA for the four fiscal quarters most recently ended. Pursuant to the terms of the Credit Agreement, borrowings classified as Eurodollar loans bear interest at a rate based on the Eurodollar Rate (which is equal to the Eurodollar Base Rate (the rate per annum determined by the administrative agent by reference to the British Bankers' Association LIBOR Rate or the successor thereto) over 1.00 minus Eurocurrency Reserve Requirements) plus an applicable margin that varies between 3.25 percent and 4.50 percent depending on the Company's consolidated EBITDA for the four fiscal quarters most recently ended. In the absence of an event of default, any amounts outstanding under the Credit Agreement may be repaid and re-borrowed anytime until the maturity date, which is April 12, 2016. If an event of default occurs under the Credit Agreement, the interest rate will increase by 2.00 percent per annum.

The Credit Agreement contains customary affirmative covenants and negative covenants applicable to the Company and its subsidiaries including financial covenants requiring the Company and its subsidiaries to maintain a minimum level of consolidated EBITDA and a minimum quick ratio, as well as restrictions on liens, investments, indebtedness, fundamental changes, sale leaseback transactions, swap agreements, accounting changes, dispositions of property, making certain restricted payments (including restrictions on dividends and stock repurchases), entering into new lines of business, and transactions with affiliates. The obligations of the Borrower under the Credit Agreement may be accelerated upon the occurrence of an event of default under the Credit Agreement, which includes customary events of default, including payment defaults, defaults in the performance of affirmative and negative covenants, the material inaccuracy of representations or warranties, bankruptcy and insolvency related defaults, defaults relating to matters such as ERISA, judgments, and a change of control.

In connection with the Credit Agreement, the Company agreed to pay Silicon Valley Bank an upfront fee of $125,000 and an unused line fee equal to 0.375 percent per annum, payable monthly on the unused amount of the revolving credit facility.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under An Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 above with respect to the Credit Agreement is incorporated herein in its entirety.

Item 8.01. Other Events

On April 15, 2013, the Company issued a press release announcing that it had entered into the Credit Agreement.

The information in the attached press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Entry into a Material Definitive Agreement

(d) Exhibits.

Exhibit	Description
99.1	Press release dated April 15, 2013

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.

April 15, 2013
	By: /s/ TYLER PURVIS
	Tyler Purvis Chief Accounting Officer and Corporate Controller (Principal Accounting Officer)

EX-99.1

EXHIBIT 99.1

News Release

Mattson Technology Contact

J. Michael Dodson

Mattson Technology, Inc.

tel 1-510-657-5900

fax 1-510-492-5963

MATTSON TECHNOLOGY, INC. ESTABLISHES

A $25 MILLION REVOLVING CREDIT FACILITY

Fremont, Calif., - April 15, 2013 - Mattson Technology, Inc., (NASDAQ: MTSN), a leading supplier of advanced process equipment used to manufacture semiconductors, today announced that the Company entered into a three-year revolving credit facility for $25 million with Silicon Valley Bank, part of SVB Financial Group (NASDAQ: SIVB). Upon closing, the Company borrowed $10 million under this facility with an annual interest rate of 4.75 percent.

Availability under the credit facility is based on the achievement of certain quarterly EBITDA levels and on a borrowing base formula consisting of the sum of eligible accounts receivable, advance billings and inventory. Borrowings under the credit facility will bear interest at a variable rate based on, at the Company's option, either (i) Alternate Base Rate (ABR) plus an applicable margin between 0.25 percent to 1.50 percent per annum, or (ii) the Eurodollar Rate plus an applicable margin between 3.25 percent to 4.50 percent per annum. The agreement is guaranteed by Mattson International, Inc., a wholly-owned subsidiary of the Company and is secured by substantially all of the Company's and Mattson International, Inc.'s assets.

“With this credit facility we are well positioned to take advantage of the next ramp in business and it provides the Company flexibility to continue to invest as business demand grows,” said J. Michael Dodson, Chief Operating Officer and Chief Financial Officer of Mattson Technology, Inc.

About Mattson Technology, Inc.

Mattson Technology, Inc. designs, manufactures and markets semiconductor wafer processing equipment used in the fabrication of integrated circuits. We are a leading supplier of plasma and rapid thermal processing equipment to the global semiconductor industry, and operate in three primary product sectors: Dry Strip, Rapid Thermal Processing and Etch. Through manufacturing and design innovation, we have produced technologically advanced systems that provide productive and cost-effective solutions for customers fabricating current- and next-generation semiconductor devices. For more information, please contact Mattson Technology, Inc., 47131 Bayside Parkway, Fremont, CA, 94538. Telephone: (800) MATTSON / (510) 657-5900. Internet: www.mattson.com.

About Silicon Valley Bank

For nearly three decades, SVB Financial Group and its subsidiaries, including Silicon Valley Bank, have been dedicated to helping entrepreneurs succeed. SVB Financial Group is a financial holding company that serves companies in the technology, life science, venture capital and premium wine industries. Offering diversified financial services through Silicon Valley Bank, SVB Analytics, SVB Capital, SVB Global and SVB Private Bank, SVB Financial Group provides clients with commercial, investment, international and private banking services. The company also offers funds management, broker-dealer transactions and asset management, as well as the added value of its knowledge and networks worldwide. Headquartered in Santa Clara, Calif., SVB Financial Group (Nasdaq: SIVB) operates through 27 offices in the U.S. and international operations in China, India, Israel and the United Kingdom. More information on the company can be found at www.svb.com. 

Safe Harbor

"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of 1995: This news release contains forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to statements of the plans, strategies and objectives of management for future operations and the Company and its industry's outlook. Forward-looking statements address matters that are subject to a number of risks and uncertainties that can cause actual results to differ materially from those expressed or implied by such forward-looking statements and assumptions. Such risks and uncertainties include, but are not limited to: Company expectations with respect to continued growth of its business; growth of the industry and the size of the Company's served available market; the timing of significant customer orders for the Company's products; customer acceptance of delivered products and the Company's ability to collect amounts due upon shipment and upon acceptance; the Company's cash position overall, especially as a result of payments made for inventory and the related collections upon shipment of such inventory; end-user demand for semiconductors, including the growing mobility electronics industry; customer demand for semiconductor manufacturing equipment; the Company's ability to timely manufacture, deliver and support ordered products; the Company's ability to bring new products to market, to gain market share with such products and the overall mix of the Company's products; customer rate of adoption of new technologies; risks inherent in the development of complex technology; the timing and competitiveness of new product releases by the Company's competitors; the Company's ability to align its cost structure with market conditions; the Company's dependence on international sales; volatility in the Company's stock price and any potential delisting of the stock from NASDAQ for the failure to maintain a minimum bid price; ; and other risks and uncertainties described in the Company's Forms 10-K, 10-Q and other filings with the Securities and Exchange Commission. The Company assumes no obligation to update the information provided in this news release.