VEECO INSTRUMENTS INC. (NASDAQ:VECO) Files An 8-K Other Events
Item 8.01 Other Events.
On April18, 2017, Veeco Instruments Inc. (Veeco) and
Ultratech,Inc. (Ultratech) delivered a written communication to
employees of Ultratech providing an update on Veecos pending
acquisition of Ultratech and other topics. A copy of the written
communication is attached as Exhibit99.1 and is incorporated by
reference in this Item 8.01.
Additional Information and Where to Find It
In connection with the proposed acquisition by Veeco of Ultratech
to the Agreement and Plan of Merger by and among Ultratech, Veeco
and Ulysses Acquisition Subsidiary Corp., Veeco filed with the
Securities and Exchange Commission (the SEC) a Registration
Statement on FormS-4 on March13, 2017, which contains a
preliminary proxy statement of Ultratech and a preliminary
prospectus of Veeco, which preliminary proxy statement/prospectus
will be mailed or otherwise disseminated to Ultratechs
stockholders when it becomes available. Investors are urged to
read the proxy statement/prospectus (including all amendments and
supplements) because they will contain important information.
Investors may obtain free copies of the proxy
statement/prospectus when it becomes available, as well as other
filings containing information about Veeco and Ultratech, without
charge, at the SECs Internet site (http://www.sec.gov). Copies of
these documents may also be obtained for free from the companies
web sites at www.Veeco.com or www.Ultratech.com.
Participants in Solicitation
Veeco, Ultratech and their respective officers and directors may
be deemed to be participants in the solicitation of proxies from
the stockholders of Ultratech in connection with the proposed
transaction. Information about Veecos executive officers and
directors is set forth in its Annual Report on Form10-K, which
was filed with the SEC on February22, 2017 and its proxy
statement for its 2017 annual meeting of stockholders, which was
filed with the SEC on March17, 2017. Information about Ultratechs
executive officers and directors is set forth in its Annual
Report on Form10-K, which was filed with the SEC on March1, 2017,
and the proxy statements for its 2016 annual meeting of
stockholders, which were filed with the SEC on June10 and June13,
2016. Investors may obtain more detailed information regarding
the direct
and indirect interests of Veeco, Ultratech and their respective
executive officers and directors in the acquisition by reading
the preliminary and definitive proxy statement/prospectus
regarding the transaction, which will be filed with the SEC.
Forward-Looking Statements
This written communication contains forward-looking statements
that involve risks and uncertainties concerning the proposed
acquisition by Veeco of Ultratech, Ultratechs and Veecos
expected financial performance, as well as Ultratechs and
Veecos strategic and operational plans. Actual events or
results may differ materially from those described in this
written communication due to a number of risks and
uncertainties. The potential risks and uncertainties include,
among others, the possibility that Ultratech may be unable to
obtain required stockholder approval or that other conditions
to closing the transaction may not be satisfied, such that the
transaction will not close or that the closing may be delayed;
the reaction of customers to the transaction; general economic
conditions; the transaction may involve unexpected costs,
liabilities or delays; risks that the transaction disrupts
current plans and operations of the parties to the transaction;
the ability to recognize the benefits of the transaction; the
amount of the costs, fees, expenses and charges related to the
transaction and the actual terms of any financings that will be
obtained for the transaction; the outcome of any legal
proceedings related to the transaction; the occurrence of any
event, change or other circumstances that could give rise to
the termination of the transaction agreement. In addition,
please refer to the documents that Veeco and Ultratech file
with the SEC on Forms 10-K, 10-Q and 8-K. The filings by Veeco
and Ultratech identify and address other important factors that
could cause financial and operational results to differ
materially from those contained in the forward-looking
statements set forth in this written communication.
All forward-looking statements speak only as of the date of
this written communication or, in the case of any document
incorporated by reference, the date of that document. Neither
Veeco nor Ultratech is under any duty to update any of the
forward-looking statements after the date of this written
communication to conform to actual results.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits.
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Exhibit |
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Description |
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99.1 |
Communication to Ultratech Employees dated April18, 2017 |
About VEECO INSTRUMENTS INC. (NASDAQ:VECO)
Veeco Instruments Inc. designs, manufactures, markets and supports thin film equipment. The Company’s equipment is used to make electronic devices, including light emitting diodes (LED), micro-electromechanical systems (MEMS), wireless devices, power electronics, hard disk drives (HDDs) and semiconductors. The Company operates in four geographic regions: United States; China; Europe, the Middle East and Africa, and the Rest of World. The Company is a supplier of metal organic chemical vapor deposition (MOCVD) systems. The Company’s Precision Surface Processing’s platforms include WaferEtch and the WaferStorm. The Company’s NEXUS Ion Beam Deposition (IBD) systems utilize ion beam technology to deposit precise layers of thin films. The Company makes an array of deposition systems, including Physical Vapor Deposition, Diamond Like Carbon Deposition and Chemical Vapor Deposition Systems. VEECO INSTRUMENTS INC. (NASDAQ:VECO) Recent Trading Information
VEECO INSTRUMENTS INC. (NASDAQ:VECO) closed its last trading session up +1.80 at 29.45 with 259,712 shares trading hands.
