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 8, 1996
OPAL, INC.
(Exact name of registrant as specified in charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-25922 04-2962212
(Commission file number) (IRS employer identification number)
3203 Scott Boulevard, Santa Clara, California 95054
(Address of principal executive offices) (Zip code)
(408) 727-6060
(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
On October 8, 1996, Opal Technologies, Ltd., a subsidiary of Opal, Inc.,
purchased all the outstanding capital stock of Integrated Circuit Testing GmbH
("ICT") of Heimstetten, Germany from the stockholders of ICT for approximately
$4.5 million. Approximately $3.9 million of the purchase price was paid to the
stockholders at closing, with the remainder payable in January 1997. Internal
funds were used for the acquisition, and the purchase price was determined by
negotiations between the parties.
ICT manufactures scanning electron microscope ("SEM") columns providing
the high level of image resolution required for manufacturing advanced
semiconductor chips. Prior to the closing, ICT had supplied Opal with the SEM
column used in Opal's 7830i CD-SEM system which is used by semiconductor
manufacturers to qualify and monitor advanced semiconductor production processes
and tools.
Item 7(c). Exhibits
Exhibit 2 Agreement dated October 8, 1996 by and among Opal Technologies,
Ltd. and the stockholders of Integrated Circuit Testing GmbH
Pursuant to Item 601(b)(2) of Regulation S-K, Opal, Inc. agrees to
furnish supplementally to the Securities and Exchange Commission upon request
the following omitted annexes to Exhibit 2 above:
Unaudited financial statements of ICT as of July 31, 1996
List of leasing contracts and contracts relating to use of goods of ICT
List of patents of ICT List of employees of ICT
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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.
OPAL, INC.
Date: October 22 , 1996 By: /s/ Henry Schwarzbaum
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Henry Schwarzbaum
Vice President of Finance
Chief Financial Officer and Secretary
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