-----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, VCtf0HyuN50aAAUnf4uGxPiBt++gOKshYIzVsMT9e+HBMzPjLgXS5oXJtcyeSUKA lSDw+Fa89rfCKbogCLuT1Q== 0000912057-01-543637.txt : 20020413 0000912057-01-543637.hdr.sgml : 20020413 ACCESSION NUMBER: 0000912057-01-543637 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011217 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011217 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: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12853 FILM NUMBER: 1815726 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 a2066230z8-k.htm FORM 8-K Prepared by MERRILL CORPORATION
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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): December 17, 2001

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)

Item 5. Other Events

    On December 17, 2001, Electro Scientific Industries, Inc. (the "Company") announced that it intends to sell $125 million of convertible subordinated notes due 2006, in a private offering to qualified institutional buyers. The Company's press release announcing the proposed offering is attached hereto as Exhibit 99.1.

Item 7. Financial Statements and Exhibits

    (c)
    Exhibits.

    99.1
    Press release dated December 17, 2001.

1


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: December 17, 2001

    Electro Scientific Industries, Inc.

 
 
By
 
/s/ JOHN E. ISSELMANN, JR.   
John E. Isselmann, Jr.
 General Counsel and Assistant Corporate Secretary

2


EXHIBIT INDEX

Exhibit
   Description

99.1
 
Press release dated December 17, 2001.


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SIGNATURE
EXHIBIT INDEX
 EX-99.1 3 a2066230zex-99_1.htm EXHIBIT 99.1 Prepared by MERRILL CORPORATION
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EXHIBIT 99.1

Investors: Joe Reinhart
(503) 671-5500
Press: Fletcher Chamberlin
(503) 671-5233

FOR RELEASE AT 1:00 PM PST


ESI Announces Plan to Issue $125 Million
Of Convertible Subordinated Notes

    Portland, Oregon (December 17, 2001)—Electro Scientific Industries, Inc. (Nasdaq—ESIO) announced today that it intends to sell $125 million of convertible subordinated notes due 2006, in a private offering to qualified institutional buyers. ESI intends to use the net proceeds of the offering for general corporate purposes, which could include possible future acquisitions.

    The notes and the common stock issuable upon conversion will not initially be registered under the Securities Act of 1933 or the securities laws of any other jurisdiction. The transaction is structured to qualify for the resale exemption provided by Rule 144A under the Securities Act of 1933. Unless they are registered, the notes and the common stock issuable upon conversion of the notes may be offered only in transactions that are exempt from registration under the Securities Act of 1933 or the securities laws of any other jurisdiction.

    This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act of 1933.

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ESI Announces Plan to Issue $125 Million Of Convertible Subordinated Notes
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