-----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, Ly8WC7EJEZEpSSGlop+unEiTxRy69ioJwKe0yLgp3mNOp99GX9+7ct1df8bxZ/x6 nWsm2lNii/srXp+IXkMvGw== 0001157523-03-001557.txt : 20030501 0001157523-03-001557.hdr.sgml : 20030501 20030501080814 ACCESSION NUMBER: 0001157523-03-001557 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030430 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALPEY FISHER CORP CENTRAL INDEX KEY: 0000085608 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 060737363 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04184 FILM NUMBER: 03674791 BUSINESS ADDRESS: STREET 1: 75 SOUTH ST CITY: HOPKINTON STATE: MA ZIP: 01748 BUSINESS PHONE: 5084359039 MAIL ADDRESS: STREET 1: 75 SOUTH STREET CITY: HOPKINTON STATE: MA ZIP: 01748 FORMER COMPANY: FORMER CONFORMED NAME: REEVES INDUSTRIES INC DATE OF NAME CHANGE: 19710520 FORMER COMPANY: FORMER CONFORMED NAME: RSC INDUSTRIES INC DATE OF NAME CHANGE: 19840515 FORMER COMPANY: FORMER CONFORMED NAME: MATEC CORP/DE/ DATE OF NAME CHANGE: 19920703 8-K 1 a4387002.txt VALPEY-FISHER 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 30, 2003 Valpey-Fisher Corporation (Exact Name of Registrant as Specified in Charter) Maryland 1-4184 06-0737363 (State or other jurisdiction Commission File (IRS Employer of incorporation) Number Identification Number) 75 South Street, Hopkinton, MA 01748 - ------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (508) 435-6831 -------------- Item 5. Other Events On April 30, 2003, Valpey-Fisher Corporation ("the Company") issued a press release announcing the Company's signing of an Asset Purchase Agreement to acquire certain assets of MF Electronics Corp. A copy of the Company's press release regarding such announcement is attached hereto as Exhibit 99.1 and is hereby incorporated by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibit No. Description ---------- ------------ 99.1 Press Release dated April 30, 2003 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. Valpey-Fisher Corporation Date: April 30, 2003 By: /s/ Michael J. Kroll ---------------------- Michael J. Kroll Vice President, Treasurer and Chief Financial Officer EX-99 3 a4387002ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Valpey-Fisher Corporation to Purchase Assets of MF Electronics Corp. HOPKINTON, Mass.--(BUSINESS WIRE)--April 30, 2003--Valpey-Fisher Corporation (AMEX:VPF), announced today the signing of an Asset Purchase Agreement to acquire certain assets of MF Electronics Corp., located in New Rochelle, NY. The transaction is expected to close in 30 days. The Companies did not disclose financial details of the agreement. Michael J. Ferrantino, President and CEO of Valpey-Fisher said, "This acquisition is another step in executing our growth strategy. With the acquisition, Valpey-Fisher adds a new dimension to its portfolio of products, specifically in the high-reliability frequency segment. In addition, this acquisition will enable cross selling within our respective customer bases and will add to our sales backlog and leadership team. The MF Electronics operation will become a division of Valpey-Fisher. Over the next few months, we will be transitioning the MF operations to our plant located in Hopkinton, MA." "I am especially excited about the MF Electronics operation becoming part of Valpey-Fisher." Mr. Ferrantino said. "Both companies have a long history in the time and frequency control industry, however, each serves unique markets. Our cultures and philosophies match on customer service and commitment to the industry we serve." About MF Electronics MF Electronics was founded in 1956 in New York City, originally designing and manufacturing electronic projects for the US Military. During its 47-year history, the company has continued to serve its military customers and its largest customers currently include commercial and industrial electronic OEMs worldwide. The company is a leader in the design and manufacture of frequency control products - components that control the timing of electronic devices, from calculators to data networking equipment to supercomputers. Additional information about MF Electronics can be found on www.mfelectronics.com. About Valpey-Fisher Corporation Valpey-Fisher specializes in providing crystal and oscillator-timing devices to a variety of markets including computer, networking, telecommunications, wireless, military and medical and also produces a variety of ultrasonic transducers for the scientific, industrial and medical markets. Additional information about Valpey-Fisher Corporation can be found on www.valpeyfisher.com. Safe Harbor Statement: Some of the information may contain projections or other forward-looking statements regarding future events or the future financial performance of the Company. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We refer you to Valpey-Fisher Corporation's most recent Form 10-K filed with the Securities and Exchange Commission. This document contains and identifies important factors that could cause the actual results to differ materially from those contained in our projections or forward looking statements. Valpey-Fisher Corporation expressly assumes no obligation to update any such forward-looking statements. CONTACT: Valpey-Fisher Corporation Michael J. Kroll, 508/435-6831 ext. 600 -----END PRIVACY-ENHANCED MESSAGE-----