-----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, Ldf7ksPz3wR7GZkP8+RZjP00zPcp/bdbVJXD4Ozr+f9trL9covuOh9dUt9cllFRp NkeUo0w5JGkBkxuoMlCyqA== 0001012870-02-000089.txt : 20020413 0001012870-02-000089.hdr.sgml : 20020413 ACCESSION NUMBER: 0001012870-02-000089 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020103 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020111 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IXYS CORP /DE/ CENTRAL INDEX KEY: 0000945699 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770140882 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26124 FILM NUMBER: 2507127 BUSINESS ADDRESS: STREET 1: 3540 BASSETT ST CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4089540500 MAIL ADDRESS: STREET 1: 3540 BASSETT STREET CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: PARADIGM TECHNOLOGY INC /DE/ DATE OF NAME CHANGE: 19951031 8-K 1 d8k.txt FORM 8-K 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: January 3, 2002 (Date of earliest event reported) IXYS CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-26124 94-2712976 (State or other jurisdiction of (Commission File No.) (IRS Employer incorporation) Identification No.) 3540 Bassett Street Santa Clara (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (408) 982-0700 NOT APPLICABLE (Former name or former address, if changed since last report.) ______________ Item 5. Other Events This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results and developments may differ materially from those described or incorporated by reference in this Report. For more information about IXYS Corporation and risks arising when investing in IXYS, investors are directed to IXYS' most recent Report on Form 10-K as filed with the Securities and Exchange Commission. On January 3, 2002, IXYS announced that it had made an offer to acquire for cash 100% of the equity of Westcode Semiconductors Limited, a UK-based power semiconductor company. The IXYS offer is contingent upon the satisfactory completion of due diligence by IXYS, approval of the proposed transaction by the IXYS board of directors and the execution of definitive agreements providing for the transaction. Westcode has agreed to enter into exclusive negotiations with IXYS, and the parties hope to complete the proposed acquisition in January 2002. A copy of the press release of IXYS announcing the offer is included herein as Exhibit 99.1. Such press release is incorporated by reference into this Item 5. Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit Number Description --------------- ---------------------------------------------------- 99.1 Press Release, dated January 3, 2002. 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. IXYS CORPORATION By: /s/ Arnold P. Agbayani --------------------------------------- Arnold P. Agbayani, Senior Vice President of Finance and Administration and Chief Financial Officer (Principal Financial Officer) Date: January 10, 2002 EX-99.1 3 dex991.txt PRESS RELEASE Exhibit 99.1 IXYS Makes Offer to Purchase Westcode Semiconductors Limited SANTA CLARA, Calif.--(BUSINESS WIRE)--Jan. 3, 2002--IXYS Corporation (Nasdaq:SYXI - news), a leader in power semiconductors for power conversion and ---- ---- motion control applications, announced that it has made an offer to acquire for cash 100% of the equity of Westcode Semiconductors Limited, a UK-based power semiconductor company. The IXYS offer is contingent upon the satisfactory completion of due diligence by IXYS, approval of the proposed transaction by the IXYS board of directors and the execution of definitive agreements providing for the transaction. Westcode has agreed to enter into exclusive negotiations with IXYS, and the parties hope to complete the proposed acquisition in January 2002. Westcode has an international reputation for the research, development, manufacture, sales and marketing of high power semiconductor devices, including 2.5kV and 5.2kV IGBT press packs. Westcode also has a strong presence in the USA, Europe and Japan, serving customers in induction heating, welding, motor controls (AC and DC drives), traction, electric vehicles and HVDC markets. Westcode's revenues for the twelve months ending December 31, 2001 exceeded $29 million. Since 1998, Westcode has been distributing selected IXYS products through its established worldwide sales channels. Over the past twelve months, IXYS and Westcode have further strengthened their business relationship by working together to develop Westcode's capability for manufacturing wafers for IXYS. "We have known Westcode and its management team as a customer and a supplier, and realize that their products would fit our growth strategy into higher power semiconductors and would thus extend IXYS' market reach," said Dr. Nathan Zommer, CEO and President of IXYS Corporation. "The proposed acquisition of Westcode would bring to IXYS, technical and manufacturing expertise in very high power products as well as access to a wider range of customers." Bill Jones, President of Westcode, states, "This is excellent news for Westcode and we are very excited by the opportunities that consummation of the proposed transaction would offer. Westcode and IXYS have had a history of working closely together, and we are comfortable with IXYS' Silicon Valley style of management. Together, we look forward to developing products and markets that would be very expensive and difficult to do separately." "Our technologies are similar, but they are not the same, and we feel that the synergy between the products of IXYS and Westcode would enhance the attractiveness of IXYS for its present and future customer base," added Peter Ingram, President of IXYS Europe. 1. IXYS develops and markets primarily high performance power semiconductor devices that are used in controlling and converting electrical power efficiently in power systems for the telecommunication and internet infrastructure, motor drives, medical systems and transportation. IXYS also serves its markets with a combination of digital and analog integrated circuits. Statements in this press release regarding IXYS' business that are not historical facts are "forward-looking statements" that involve risks and uncertainties, including, but not limited to the synergies that may be derived from the acquisition of Westcode by IXYS, the ability of IXYS and Westcode to develop, manufacture, and market new products, the ability of IXYS to successfully integrate Westcode, and the demand by end-users for the products produced by the customers of both companies, and the other risks detailed from time to time in IXYS' reports filed with the Securities and Exchange Commission. Further information on other factors that could affect IXYS' operations is detailed and included in IXYS' Form 10-K, as filed with the Securities and Exchange Commission, which includes the IXYS Corporation audited financial statements as of March 31, 2001 and 2000. The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements. Contact: IXYS Corporation, Santa Clara Arnold P. Agbayani, 408/982-0700 2. -----END PRIVACY-ENHANCED MESSAGE-----