-----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, H9BtMn6d26AeMgeTgdczFHUkE7QZA+/r4Y0Br+9hM2zaHGbDxgHTkdO3YD1wTxWH vlISszDOHCLV8YRruQR/8Q== 0000950162-06-000371.txt : 20060329 0000950162-06-000371.hdr.sgml : 20060329 20060329162835 ACCESSION NUMBER: 0000950162-06-000371 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060329 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060329 DATE AS OF CHANGE: 20060329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANADIGICS INC CENTRAL INDEX KEY: 0000940332 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 222582106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25662 FILM NUMBER: 06719135 BUSINESS ADDRESS: STREET 1: 141 MT. BETHEL ROAD CITY: WARREN STATE: NJ ZIP: 07059 BUSINESS PHONE: 9086685000 MAIL ADDRESS: STREET 1: 141 MT. BETHEL ROAD CITY: WARREN STATE: NJ ZIP: 07059 8-K 1 anadigics8k_032906.htm ANADIGICS 8K - 03/29/06 Anadigics 8K - 03/29/06
 


 
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 29, 2006
 
————————————

ANADIGICS, INC.
(Exact name of registrant as specified in its charter)
 
————————————
 

Delaware
0-25662
22-2582106
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

141 Mt. Bethel Road, Warren, New Jersey 07059
(Address of principal executive offices)

Registrant’s telephone number, including area code: (908) 668-5000

Not Applicable
(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 7.01. Regulation FD Disclosure.

On March 29, 2006, ANADIGICS, Inc. issued a press release announcing that it has completed an underwritten public offering of an aggregate of 10,446,200 shares of its common stock, comprising the sale of 9,200,000 shares on March 15, 2006 and the issuance on March 29, 2006 of an additional 1,246,200 shares upon the exercise by the underwriters of their option to purchase additional shares to cover overallotments. A copy of the press release is furnished herewith as Exhibit 99.1.
 
The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, unless specifically identified therein as incorporated therein by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit No.
Description of Exhibit
99.1
Press release of ANADIGICS, Inc., dated March 29, 2006.

 




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 hereunto duly authorized.
 
Date: March 29, 2006
 
                                ANADIGICS, Inc.
 
                                By:  /s/ Thomas Shields
                                        Name:  Thomas Shields
                                        Title:    Executive Vice President and Chief
                                                     Financial Officer




EXHIBIT INDEX

Exhibit No.
Description of Exhibit
99.1
Press release of ANADIGICS, Inc., dated March 29, 2006.

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1
 
 
Exhibit 99.1
 
 
 
WARREN, NJ—March 29, 2006—ANADIGICS, Inc. (Nasdaq: ANAD) announced today that it has completed an underwritten public offering of an aggregate of 10,446,200 shares of its common stock, comprising the sale of 9,200,000 shares on March 15, 2006 and the issuance today of an additional 1,246,200 shares upon the exercise by the underwriters of their option to purchase additional shares to cover overallotments. After deducting underwriting discounts and commissions and estimated offering expenses, the Company received approximately $53.4 million in aggregate net proceeds, which it will use to repay at maturity the noteholders of its outstanding $46.7 million aggregate principal amount of 5% Convertible Senior Notes due on November 16, 2006 and the remainder for general corporate purposes, including capital expenditures.
 
Credit Suisse acted as the lead manager for the offering. Copies of the prospectus supplement and accompanying prospectus with respect to the offering may be obtained from Credit Suisse, Prospectus Department, One Madison Avenue, New York, New York 10010 (telephone: 212.325.2580) or by faxing requests to 212.325.8057.
 
This press release does not constitute an offer to sell or the solicitation of an offer to buy the shares of common stock or any other securities, nor will there be any sale of the shares of common stock or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
 
ANADIGICS, Inc. (Nasdaq: ANAD) is a leading provider of radio frequency integrated circuits and radio frequency front end solutions in the rapidly growing wireless handset and broadband communications markets. The Company’s products include power amplifiers, tuner integrated circuits, active splitters and other components, which can be sold individually or packaged as integrated RF modules.


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