8-K
APPLIED MATERIALS INC /DE false 0000006951 0000006951 2020-06-30 2020-06-30

 

 

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): June 30, 2020

 

Applied Materials, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

  

000-06920

  

94-1655526

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

3050 Bowers Avenue

P.O. Box 58039

Santa Clara, CA 95052-8039

(Address of principal executive offices)

Registrant’s telephone number, including area code: (408) 727-5555

N/A

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

  

Trading

Symbol

  

Name of Each Exchange

on Which Registered

Common Stock, par value $.01 per share

  

AMAT

  

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    

Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act).  ☐

 

 

Item 8.01 Other Events.

Reference is made to that certain Share Purchase Agreement, dated as of June 30, 2019, among Applied Materials, Inc. (“Applied”), Kokusai Electric Corporation (“Kokusai Electric”) and KKR HKE Investment, L.P. (“Seller”) providing for the purchase by Applied of all of the common shares of Kokusai Electric (the “Agreement”). 

As previously reported, the Agreement contains certain termination rights by either Applied or Seller, including if the transactions contemplated by the Agreement are not consummated on or before June 30, 2020 (the “Outside Date”), which date may be extended by three months on two separate occasions if, on the applicable date, the only conditions to closing relate to required regulatory approvals.

Pursuant to the terms of the Agreement, on June 30, 2020, Applied and Seller mutually extended the Outside Date to September 30, 2020. 

The parties to the Agreement are actively engaged with the State Administration for Market Regulation of the People’s Republic of China to secure the final regulatory approval required to consummate the transactions contemplated by the Agreement.

The foregoing description of the Agreement is subject to, and is qualified in its entirety by, the full text of the Agreement filed as Exhibit 2.1 to the Current Report on Form 8-K filed by Applied on July 1, 2019, which is incorporated herein by reference.

Forward-Looking Statements

This report contains forward-looking statements. These statements and their underlying assumptions, including those regarding the proposed acquisition of Kokusai Electric, are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those stated or implied, including but not limited to the parties’ ability to satisfy conditions precedent to consummation of the proposed acquisition in a timely manner or at all, and other risks and uncertainties described in Applied’s filings with the Securities and Exchange Commission, including its most recent Forms 10-Q and 8-K. All forward-looking statements are based on management’s estimates, projections and assumptions as of the date hereof, and none of Applied, KKR HKE Investment, L.P. and Kokusai Electric assumes any obligation to update them.

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.

 

 

Applied Materials, Inc.

(Registrant)

             

Date: July 1, 2020

 

 

By:

 

/s/ Teri A. Little

 

 

 

Teri A. Little

 

 

 

Senior Vice President, Chief Legal Officer

and Corporate Secretary

v3.20.2
Document and Entity Information
Jun. 30, 2020
Cover [Abstract]  
Entity Registrant Name APPLIED MATERIALS INC /DE
Amendment Flag false
Entity Central Index Key 0000006951
Document Type 8-K
Document Period End Date Jun. 30, 2020
Entity Incorporation State Country Code DE
Entity File Number 000-06920
Entity Tax Identification Number 94-1655526
Entity Address, Address Line One 3050 Bowers Avenue
Entity Address, Address Line Two P.O. Box 58039
Entity Address, City or Town Santa Clara
Entity Address, State or Province CA
Entity Address, Postal Zip Code 95052-8039
City Area Code (408)
Local Phone Number 727-5555
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $.01 per share
Trading Symbol AMAT
Security Exchange Name NASDAQ
Entity Emerging Growth Company false