RUBICON TECHNOLOGY, INC. (NASDAQ:RBCN) Files An 8-K Entry into a Material Definitive Agreement

RUBICON TECHNOLOGY, INC. (NASDAQ:RBCN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

On December 18, 2020, Rubicon Technology, Inc., a Delaware corporation (the “Company”), entered into Amendment No. 1 to the Section 382 Rights Agreement (the “Rights Agreement”) by and between the Company and American Stock Transfer & Trust Company, LLC, as Rights Agent. The Rights Agreement, which was entered into in an effort to preserve stockholder value by protecting against a possible limitation on our ability to use our net operating loss carry-forwards, was originally entered into in December 2017 and was scheduled to expire on December 18, 2020. Amendment No. 1 to the Rights Agreement extends the final expiration date of the Rights Agreement to December 18, 2023. Except for the extension of the final expiration date, the Rights Agreement otherwise remains unmodified. The amendment has been unanimously approved by the Board of Directors and was approved by stockholders at the Company’s 2020 Annual Meeting.

The original Rights Agreement is described in and included as an exhibit to our Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2017, which is incorporated herein by reference.  Amendment No. 1 to the Rights Agreement is filed as Exhibit 4.1 hereto and our press release announcing the extension of the Rights Agreement is filed as Exhibit 99.1 hereto, each of which is incorporated herein by reference.

Item 7.01 Regulation F-D Disclosure

On December 18, 2020, the Company issued a press release announcing the matters described herein.  A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

4.1 Amendment No. 1 to the Section 382 Rights Agreement between Rubicon Technology, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent
99.1 Press Release, dated December 18, 2020

  


Rubicon Technology, Inc. Exhibit
EX-4.1 2 ea131772ex4-1_rubicontech.htm AMENDMENT NO. 1TO THE SECTION 382 RIGHTS AGREEMENT BETWEEN RUBICON TECHNOLOGY,…
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About RUBICON TECHNOLOGY, INC. (NASDAQ:RBCN)

Rubicon Technology, Inc. is a vertically integrated, electronic materials provider specializing in monocrystalline sapphire for applications in light-emitting diodes (LEDs), optical systems and specialty electronic devices. The Company’s product lines include sapphire cores; four and six-inch sapphire wafers; four, six, and eight-inch patterned sapphire substrate (PSS) wafers, and optical sapphire components. Its sapphire is also used as an exterior component in mobile devices, specifically camera lens covers, dual flashes and home buttons on certain newer model smartphones and as the crystal covering the faces of certain smart watches. In addition, some consumer electronics original equipment manufacturers (OEMs) use sapphire faceplates for smartphones. For the LED market, it sells 2 to 6-inch material in core form and four, six and eight-inch material in polished and PSS wafer form. Its principal customers are semiconductor device manufacturers and wafer polishing companies.

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