8K detailing the ISI purchase is on Edgar.
Some of the highlights include:
Cost was $20M cash plus some assumed debt.
The consideration for the purchase consisted of certain assumed liabilities and a payment of Twenty Million Dollars ($20,000,000) to Bank One, Texas, N.A., a national banking association, Banc One Leasing Corporation, a Texas corporation and Imperial Bank, a California bank, for the benefit of ISI. The source of the cash consideration was working capital.
UTEK is now in the reduction stepper business competing with other Photolithography vendors.
Prior to the Asset Purchase, ISI was mainly in the business of
manufacturing i-line and deep ultra violet (UV) reduction lithography systems. Ultratech intends to continue to manufacture reduction lithography systems.
... and what was actually purchased. Anyone have any insights into what ISI Korea actually does?
The assets acquired in the Asset Purchase include (1) machinery,
equipment, instruments, computer hardware and software, tooling, furniture, fixtures, motor vehicles, supplies, repair and maintenance parts, demonstration units, and other fixed assets, together with manufacturer or vendor warranties associated therewith; (2) inventory; (3) rights under agreements, contracts, licenses, leases, franchises, instruments, documents, purchase and sale orders and other executory commitments; (4) interests in real property and all buildings, facilities, and other improvements located thereon; (5) all right, title and interest to intellectual property; (6) all accounts and notes receivable and prepaid expenses of ISI as of June 11, 1998; (7) all original books or duplicates thereof of account, general ledgers, sales invoices, purchase orders, accounts payable and payroll records, tax returns and supporting schedules, drawings, files, papers, and all other records; (8) all rights under express or implied warranties from suppliers of ISI; (9) certain of ISI's causes of action, judgments, and claims or demands of whatever kind or description; (10) goodwill; (11) leasehold interests; (12) insurance policies; (13) certain assets of ISI on the balance sheet of ISI as of June 11, 1998; (14) all issued and outstanding capital stock of ISI Korea Ltd., a corporation organized under the laws of South Korea ("Korea Sub") and Integrated Semiconductor Solutions, Ltd., a corporation organized under the laws of the United Kingdom ("UK Sub"); and (15) all assets of any subsidiary of ISI other than the Korea Sub and the UK Sub. |
