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) April 21, 1999
BROOKS AUTOMATION, INC.
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(Exact Name Of Registrant As Specified In Its Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
0-25434 04-3040660
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(Commission File Number) (I.R.S. Employer Identification No.)
15 Elizabeth Drive, Chelmsford, Massachusetts 01824
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(Address of Principal Executive Offices) (Zip Code)
(978) 262-2400
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION
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On April 21, 1999, the Registrant purchased for cash 90.5% of the issued
and outstanding capital stock of Hanyon Tech Co., Ltd. ("Hanyon"), a company
organized under the laws of the Republic of Korea, at a price per share of
US$183.625, for an aggregate purchase price of US$6,647,225 (the "Purchase
Price"), subject to adjustment for differences in Hanyon's actual net book value
compared to its estimated net book value at April 21, 1999 and in certain other
circumstances. The Purchase Price was paid out of working capital. The terms of
the stock purchase are more fully described in the Stock for Cash Purchase
Agreement dated as of March 31, 1999 by and among the Registrant, Hanyon and
Hae-Kwon Park, Hae-Wook Park, Whi-Chul Choi and Woon-Kyu Choi (together the
"Selling Stockholders"). US$1,612,000 of the Purchase Price is being held in
escrow as security for claims for indemnification under the Stock for Cash
Purchase Agreement by the Registrant against the Selling Stockholders. The terms
of this transaction and the consideration received by the Selling Stockholders
were as a result of arm's length negotiations between representatives of Hanyon,
the Selling Stockholders and the Registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS.
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The required financial statements relating to Hanyon are not
included in this Report. The Registrant plans to file the required
financial statements on July 5, 1999.
(b) EXHIBIT.
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1 Stock for Cash Purchase Agreement dated as of March 31,
1999 among the Registrant, Hanyon and the Selling
Stockholders
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SIGNATURE
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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: May 6, 1999 BROOKS AUTOMATION, INC.
By: /s/ Ellen B. Richstone
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Ellen B. Richstone,
Chief Financial Officer
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