SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 30, 2004
MEMC Electronic Materials, Inc.
(Exact Name of Registrant as Specified in Charter)
| | | | |
Delaware | | 1-13828 | | 56-1505767 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
501 Pearl Drive (City of O'Fallon)
St. Peters, MO 63376
(636) 474-5000
(Address, including zip code, and telephone number
of Principal Executive Offices)
Item 7.Financial Statements, Pro Forma Financial Information and Exhibits |
(a) | Financial Statements of Business Acquired |
| On February 17, 2004, MEMC Electronic Materials, Inc. (the "Company") filed an Item 2 and Item 7 Form 8-K with respect to the Company's acquisition of the shares of Taisil Electronic Materials Corporation ("Taisil") that the Company did not already own. In response to Item 7(a), the Company indicated that the financial statements were not included in the Form 8-K and that such financial statements, if required, would be filed by amendment within the 60 days permitted under Item 7. On March 15, 2004, the Company filed its 2003 Annual Report on Form 10-K. Based on the Company's 2003 consolidated financial statements incorporated by reference in the 2003 Annual Report on Form 10-K and based on Taisil's 2003 financial statements, the Company has concluded that the acquisition of the remaining shares of Taisil is not significant pursuant to Rule 11.01(b) of Regulation S-X. As a result, financial statements are not required to be included for this acquisition. |
(b) | Pro Forma Financial Information |
| As indicated above, on February 17, 2004, the Company filed an Item 2 and Item 7 Form 8-K with respect to the Company's acquisition of the shares of Taisil that the Company did not already own. In response to Item 7(b), the Company indicated that the pro forma financial information was not included in the Form 8-K and that such pro forma financial information, if required, would be filed by amendment within the 60 days permitted under Item 7. On March 15, 2004, the Company filed its 2003 Annual Report on Form 10-K. Based on the Company's 2003 consolidated financial statements incorporated by reference in the 2003 Annual Report on Form 10-K and based on Taisil's 2003 financial statements, the Company has concluded that the acquisition of the remaining shares of Taisil is not significant pursuant to Rule 11.01(b). As a result, pro forma financial information is not required pursuant to Rule 11.01(c) of Regulation S-X for this acquisition. |
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SIGNATURE |
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. |
| | MEMC ELECTRONIC MATERIALS, INC. |
Dated: March 26, 2004 | | By: /s/ Thomas E. Linnen Name: Thomas E. Linnen Title: Chief Financial Officer |