UNITED STATES
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) February 17, 2016
ANADIGICS, Inc.
(Exact Name of Registrant as Specified in Charter)
__________________________
| | | | |
Delaware | | 0-25662 | | 22-2582106 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
141 Mt. Bethel Road Warren, New Jersey | | 07059 |
(Address of Principal Executive Offices) | | (Zip Code) |
(908) 668-5000
(Registrant’s telephone number, including area code)
(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 (see General Instruction A.2. below):
☐ | 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 8.01 Other Events.
On February 17, 2016, ANADIGICS, Inc. (the “Company”) issued a press release announcing that its Board of Directors has declared a competing bidder’s proposal to acquire the Company at a price of $0.78 per share constitutes a "Superior Offer," as that term is defined in the Agreement and Plan of Merger dated January 15, 2016 by and among the Company, II-VI Corporation, a Delaware corporation, and Regulus Acquisition Sub, Inc., a Delaware corporation. A copy of the press release is attached as Exhibit 99.1 to this report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release dated February 17, 2016.
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.
Dated: February 17, 2016 | |
| ANADIGICS, INC. |
| |
| | By: /s/ Ronald L. Michels |
| | |
| | Name: Ronald L. Michels |
| | |
| | Title: Chairman and Chief Executive Officer |
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