0000726514-15-000016.txt : 20150312 0000726514-15-000016.hdr.sgml : 20150312 20150312162926 ACCESSION NUMBER: 0000726514-15-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150309 ITEM INFORMATION: Material Impairments FILED AS OF DATE: 20150312 DATE AS OF CHANGE: 20150312 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRO SCIENTIFIC INDUSTRIES INC CENTRAL INDEX KEY: 0000726514 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 930370304 STATE OF INCORPORATION: OR FISCAL YEAR END: 0329 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12853 FILM NUMBER: 15696246 BUSINESS ADDRESS: STREET 1: 13900 NW SCIENCE PARK DR CITY: PORTLAND STATE: OR ZIP: 97229 BUSINESS PHONE: 5036414141 MAIL ADDRESS: STREET 1: 13900 NW SCIENCE PARK DRIVE CITY: PORTLAND STATE: OR ZIP: 97229-5497 8-K 1 a8-komniguide.htm 8-K 8-K OmniGuide



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): March 9, 2015
 

 ELECTRO SCIENTIFIC INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
OREGON
 
0-12853
 
93-0370304
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
13900 NW Science Park Drive, Portland, Oregon
 
97229
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (503) 641-4141
No Change
(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))





Item 2.06    Material Impairments

On March 9, 2015, management of Electro Scientific Industries, Inc. (“ESI”) concluded that ESI is required under U.S. generally accepted accounting principles to incur a non-cash impairment charge in its fiscal fourth quarter of 2015 of approximately $ 4.3 million related to its investment in OmniGuide, Inc. (“OmniGuide”). This represents the entire remaining carrying value of the OmniGuide investment on ESI’s books. This conclusion is based on OmniGuide’s lender exercising its right to convert the outstanding obligations owed to it by OmniGuide into 100% of OmniGuide’s outstanding equity as a result of a default by OmniGuide under the applicable financing agreements. The conversion was a result of OmniGuide’s inability to raise sufficient funding to continue operations or consummate a sale of the company. Following the conversion, it is anticipated that the lender will provide ongoing financing for OmniGuide to continue operations.

This impairment will not result in future cash expenditures. It will, however, have a direct negative impact on ESI’s net results of operations and shareholder’s equity on a GAAP basis in the fourth quarter of fiscal 2015.

    





SIGNATURE
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.
Date: March 12, 2015
 
 
 
 
 
 
Electro Scientific Industries, Inc.
 
 
 
 
By:
 
/s/ Paul Oldham
 
Name:
 
Paul Oldham
 
Title:
 
Vice President of Administration, Chief Financial Officer and Corporate Secretary