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): October 4, 2011
NEWPORT CORPORATION
(Exact name of registrant as specified in its charter)
| Nevada | 000-01649 | 94-0849175 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
| 1791 Deere Avenue, Irvine, California | 92606 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(949) 863-3144
(Registrant’s telephone number, including area code)
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 October 4, 2011, Newport Corporation (the “Registrant”) announced that it has completed the acquisition of Ophir Optronics Ltd. The Registrant also announced that it has obtained a $250 million senior secured credit facility from a syndicate of global financial institutions to provide additional funding for this acquisition, the repayment of the Registrant’s $127 million of convertible subordinated notes maturing in February 2012, and other corporate purposes. The press release issued by the Registrant in connection with these announcements is attached to this report as Exhibit 99.1.
This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as may be set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
| 99.1 | Press Release dated October 4, 2011 (furnished pursuant to Item 7.01 and not deemed filed). | |
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.
| NEWPORT CORPORATION | ||||
Date: October 4, 2011 | By: | /s/ Jeffrey B. Coyne | ||
| Jeffrey B. Coyne | ||||
| Senior Vice President, General Counsel and | ||||
| Corporate Secretary | ||||
EXHIBIT INDEX
Exhibit No. | Description | |
| 99.1 | Press Release dated October 4, 2011 (furnished pursuant to Item 7.01 and not deemed filed). | |