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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): December 17, 2001
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VEECO INSTRUMENTS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-16244 11-2989601
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
100 SUNNYSIDE BOULEVARD, WOODBURY, NEW YORK 11797
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code: (516) 677-0200
Not applicable.
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.)
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Item 5. Other Events
On December 17, 2001, Veeco Instruments Inc., a Delaware corporation ("Veeco"),
issued a press release announcing its intention to raise capital through a
private placement of convertible subordinated notes due 2008.
On December 19, 2001, Veeco issued a press release announcing that it had agreed
to sell in a private placement $200 million aggregate principal amount of 4-1/8%
convertible subordinated notes due 2008 ("Notes"), plus up to an additional $20
million aggregate principal amount of Notes pursuant to a 30-day overallotment
option granted to the initial purchasers of the Notes. Veeco also announced that
the Notes would be convertible into Veeco common stock at the option of the
holder at a conversion price of $38.51 per share.
On December 21, 2001, Veeco issued a press release announcing that it had
completed the private placement of the Notes and that approximately $23.5
million of the net proceeds of the private placement would be used to purchase
U.S. government securities which would be pledged as security for the Notes.
Each of these press releases was made in reliance on the safe harbor provisions
of Rule 135c under the Securities Act of 1933, as amended.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Description
99.1 Veeco Press Release dated December 17, 2001 (filed with the
Securities and Exchange Commission pursuant to Rule 135c).
99.2 Veeco Press Release dated December 19, 2001 (filed with the
Securities and Exchange Commission pursuant to Rule 135c).
99.3 Veeco Press Release dated December 21, 2001 (filed with the
Securities and Exchange Commission pursuant to Rule 135c).
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SIGNATURES
Pursuant to the requirement 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.
December 26, 2001
VEECO INSTRUMENTS INC.
(Registrant)
By: /s/ Gregory A. Robbins
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Gregory A. Robbins
Vice President and General Counsel