-----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, QChVLXBx8Mnc5qYzvwtH6gIgby44tdNdHWOpXUI5/Ggk306pCrnK8moHv/fpNXOX coUpaaqQfcQG7RGl+mw7/Q== 0000950135-98-005202.txt : 19980925 0000950135-98-005202.hdr.sgml : 19980925 ACCESSION NUMBER: 0000950135-98-005202 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980923 ITEM INFORMATION: FILED AS OF DATE: 19980924 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FERROFLUIDICS CORP CENTRAL INDEX KEY: 0000353286 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 020275185 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12198 FILM NUMBER: 98714234 BUSINESS ADDRESS: STREET 1: 40 SIMON STREET CITY: NASHUA STATE: NH ZIP: 03061 BUSINESS PHONE: 6038839800 MAIL ADDRESS: STREET 1: 40 SIMON STREET CITY: NASHUA STATE: NH ZIP: 03061 8-K 1 FERROFLUIDICS CORPORATION 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) September 23, 1998 ------------------ FERROFLUIDICS CORPORATION ------------------------- (Exact name of registrant as specified in charter) Massachusetts 0-10734 02-0275185 - ---------------------------- ------------------------ -------------------- (State or other jurisdiction (Commission file number) (IRS employer of incorporation) identification no.) 40 Simon Street, Nashua, New Hampshire 03061 -------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (603) 883-9800 -------------- 2 Item 5 - Other Events - --------------------- On September 23, 1998, pursuant to an Asset Purchase Agreement of the same date by and between Ferrofluidics Corporation, a Massachusetts corporation (the "Company"), and General Signal Technology Corporation, a Delaware corporation ("General Signal"), the Company consummated the sale of certain of the assets of its Systems Division to General Signal. A copy of the Company's Press Release dated September 23, 1998 is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ------------ 2 3 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. FERROFLUIDICS CORPORATION Date: September 23, 1998 By: /s/ William B. Ford ------------------------------------------ William B. Ford Vice President and Chief Financial Officer 3 4 EXHIBIT INDEX EXHIBIT NO. - ----------- Exhibit 99.1 Press Release of Ferrofluidics Corporation dated September 23, 1998. EX-99.1 2 PRESS RELEASE 1 WEDNESDAY September 23, 12:42 pm Eastern Time COMPANY PRESS RELEASE FERROFLUIDICS ANNOUNCES SALE OF CRYSTAL PULLER BUSINESS NASHUA, N.H.--(BUSINESS WIRE)--Sept. 23, 1998--Ferrofluidics Corporation (NASDAQ:FERO-NEWS) today announced the sale of the business, intellectual property, and certain inventory, fixed assets and tooling of its Systems Division to Kayex, a division of General Signal Technology Corporation, for $10,800,000 in cash. Under the terms of the agreement, Kayex will have the right to design, market, manufacture, and sell Ferrofluidic(R) crystal growing systems worldwide for all future industrial requirements. It is also anticipated that a number of Ferrofluidics Systems Division employees will be offered employment by Kayex. Ferrofluidics will continue to honor and complete existing orders and warranty responsibilities, and will retain all liabilities of the Systems Division. Paul F. Avery, Jr., Chairman and Chief Executive Officer of Ferrofluidics, stated "Our divestiture of the Systems business is consistent with the recently announced refocusing of the Company back to its Core Technologies. The cash received will permit the Company to repay essentially all of its short term debt, and will thus result in substantial interest savings going forward." This press release contains forward-looking statements within the meaning of the federal securities laws. There are certain factors that could cause actual results to differ materially from those anticipated by the statements made above. For additional information concerning these and other important factors which may cause the Company's actual results to differ materially from expectations and underlying assumptions, please refer to the reports filed by the Company with the Securities and Exchange Commission. Ferrofluidics is the pioneer and world leader in ferrofluidic technology. Founded in 1968 and based in Nashua, New Hampshire, Ferrofluidics has established technical support facilities in the United States, Germany, the United Kingdom, Spain, and Japan. - ---------- Contact: Ferrofluidics Corporation William B. Ford, 603/883-9800 -----END PRIVACY-ENHANCED MESSAGE-----