-----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, Amz4ZA2mJx2QIjS9Xw1S7q11+rcE+UOMHVhQSCzBUQRIciVsiRoK7UxbQnbLQ5Xv aXERqRi8MDUXZkCPo7qTOw== 0000026987-99-000015.txt : 19990702 0000026987-99-000015.hdr.sgml : 19990702 ACCESSION NUMBER: 0000026987-99-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19990614 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SMTEK INTERNATIONAL INC CENTRAL INDEX KEY: 0000026987 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 330213512 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08101 FILM NUMBER: 99657958 BUSINESS ADDRESS: STREET 1: 2151 ANCHOR COURT CITY: THOUSAND OAKS STATE: CA ZIP: 91320 BUSINESS PHONE: 8053762595 MAIL ADDRESS: STREET 1: 2151 ANCHOR COURT CITY: HOUSAND OAKS STATE: CA ZIP: 91320 FORMER COMPANY: FORMER CONFORMED NAME: DDL ELECTRONICS INC DATE OF NAME CHANGE: 19940119 FORMER COMPANY: FORMER CONFORMED NAME: DATA DESIGN LABORATORIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DATA DESIGN LABORATORIES DATE OF NAME CHANGE: 19880817 8-K 1 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 14, 1999 _____________________ Exact Name of Registrant as Specified in Its Charter: SMTEK INTERNATIONAL, INC. ___________________________________ DELAWARE 1-8101 33-0213512 _____________________________ ____________ _____________ State or Other Jurisdiction of Commission I.R.S. Employer Incorporation or Organization File Number Identification No. Address of Principal Executive Offices: 2151 Anchor Court Thousand Oaks, CA 91320 _________________________ Registrant's Telephone Number, Including Area Code: (805) 376-2595 _________________________ Former Name or Former Address, if Changed Since Last Report: Not applicable _________________________ Item 5. Other Events. On June 14, 1999, SMTEK International, Inc. ("the Company") announced that its board of directors had elected to transfer its common stock listing from the New York Stock Exchange to the Nasdaq SmallCap Market. On June 29, 1999, the Company was advised by Nasdaq that its listing application had been approved. The Company's common stock began trading on the Nasdaq SmallCap Market on July 1, 1999 under the symbol SMTI. The Company's common stock will continue to be listed on the Pacific Exchange under the symbol SMK. The last day of trading of the Company's common stock on the New York Stock Exchange was June 30, 1999. Item 7. Financial Statements and Exhibits. Exhibit Description _______ ____________ 99.1 Press release dated June 14, 1999 99.2 Press release dated June 29, 1999 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 thereunto duly authorized. SMTEK INTERNATIONAL, INC. July 1, 1999 /s/ Richard K. Vitelle _________________________________ _________________________________ Date Richard K. Vitelle Vice President -Finance (Principal Financial Officer) EX-99 2 EXHIBIT 99.1 FOR IMMEDIATE RELEASE ______________________ From: SMTEK International, Inc. Contact: Rick Vitelle 2151 Anchor Court Chief Financial Officer Thousand Oaks, CA 91320 (805) 376-2595 or FOLEY/FREISLEBEN LLC John Foley 213/955-0020 SMTEK International Plans Transition to Nasdaq ____________________________________________________ THOUSAND OAKS, CALIFORNIA (June 14, 1999) - SMTEK International, Inc. (NYSE: SMK) today announced that its board of directors has elected to transfer its common stock listing from the New York Stock Exchange to the Nasdaq SmallCap Market. SMTEK filed its listing application with Nasdaq following stockholder approval on May 20, 1999 of the Company's now completed 1-for-20 reverse split of its common stock. The Company also expects that its common stock will continue to trade on the Pacific Exchange. Richard K. Vitelle, SMTEK's vice president of finance and administration and chief financial officer, commented: "SMTEK has returned to consistent profitability and significantly strengthened its balance sheet over the past several years. Nonetheless, we were advised by the New York Stock Exchange that its financial requirements for continued listing were going to be raised substantially, and it was not clear that the Company would be able to attain these new standards within the time period required by the NYSE. For this reason, we decided to transfer our listing to the Nasdaq SmallCap Market. "We believe that transferring to Nasdaq could bolster investor confidence with regard to listing continuity by placing us in a trading environment in which we meet listing requirements. We also feel that having multiple market makers could enhance the overall liquidity and marketability of our common stock. Vitelle continued: "We believe that following the reverse stock split, which was effective on May 24, 1999, the Company meets all of the initial listing requirements for Nasdaq's SmallCap Market. However, we do not expect clearance from Nasdaq until late June or early July. The New York Stock Exchange is working with the Company in this transition process, and has agreed to allow SMTEK's shares to continue trading on the NYSE until July 9, 1999, or such earlier date that our common stock begins trading on Nasdaq. Our primary efforts are directed at working toward an orderly transition to Nasdaq, and we expect no interruption in trading." Headquartered in Thousand Oaks, California, SMTEK International, Inc. is an electronics manufacturing services (EMS) provider serving original equipment manufacturers (OEMs) in the computer, telecommunications, instrumentation, medical, industrial and aerospace industries. The Company also fabricates multilayer printed circuit boards (PCBs) for use in the same industries serviced by the Company's EMS operations. The Company's EMS operations are located in Thousand Oaks, California, San Diego, California, Fort Lauderdale, Florida and Craigavon, Northern Ireland. Its PCB facilities are located in Craigavon, Northern Ireland. Certain statements made above are forward-looking in nature and reflect SMTEK International, Inc.'s current expectations. Such statements include words like "plan", "believe", "expect", "may", "will", and similar expressions. These statements involve various risks and uncertainties and there can be no guarantees that such statements will prove to be correct. Factors that might cause such expectations not to be achieved include the possibility that the Company's Nasdaq application might not be approved in time for the Company's common stock to begin trading on the Nasdaq SmallCap Market before its shares cease to be listed on the NYSE, and the possibility that Nasdaq may ultimately not approve the Company's application or maintain that listing, or the possibility that there will not be market makers for the Company's securities sufficient to provide liquidity and marketability. # # # EX-99 3 EXHIBIT 99.2 FOR IMMEDIATE RELEASE ______________________ From: SMTEK International, Inc. Contact: Rick Vitelle 2151 Anchor Court Chief Financial Officer Thousand Oaks, CA 91320 805/376-2595 or FOLEY/FREISLEBEN LLC Jerry Freisleben 213/955-0020 SMTEK Receives Nasdaq Approval For SmallCap Listing Trading Will Begin July 1 Under Symbol "SMTI" _____________________________________________________ THOUSAND OAKS, CALIFORNIA, June 29, 1999 - SMTEK International, Inc. today announced that it has received approval from Nasdaq for the listing of the Company's shares on Nasdaq's SmallCap market. SMTEK's shares will begin Nasdaq trading on Thursday, July 1 under the symbol "SMTI". Richard K. Vitelle, SMTEK's vice president of finance and administration and chief financial officer, commented: "We are pleased that the transition from the NYSE to Nasdaq has proceeded in a smooth, orderly and successful manner, assuring continuity of trading for our shareholders. We believe that Nasdaq's system of multiple market makers can increase SMTEK's visibility in the investment community and help generate demand for our stock, thereby benefiting all of our shareholders. We look forward to a long and positive association with Nasdaq." Headquartered in Thousand Oaks, Calif., SMTEK International, Inc. is an electronics manufacturing services (EMS) provider serving original equipment manufacturers (OEMs) in the computer, telecommunications, instrumentation, medical, industrial and aerospace industries. The Company provides integrated solutions to OEMs across the entire product life cycle, from design to manufacturing to end-of -life services, for the worldwide low to medium volume, high complexity segment of the EMS industry. The Company also fabricates multilayer printed circuit boards (PCBs) for use in the same industries addressed by the Company's EMS operations. EMS operations are located in Thousand Oaks, California; San Diego, California; Fort Lauderdale, Florida and Lurgan, Northern Ireland. Its PCB facilities are located in Craigavon, Northern Ireland. Certain statements made above are forward-looking in nature and reflect SMTEK International, Inc.'s current expectations and anticipated future plans. Such statements involve various risks and uncertainties that could cause actual results to differ materially from those forecast in the statements. Factors that might cause such differentiation would include, without limitation, the factors described as "Risk Factors" in the Company's Registration Statement on Form S-3 (No. 333-62621) on file with the Securities and Exchange Commission. # # # -----END PRIVACY-ENHANCED MESSAGE-----