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FORM 8-K/A
CURRENT REPORT FOR ISSUERS SUBJECT TO
THE 1934 ACT REPORTING REQUIREMENTS
FORM 8-K/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 16, 1996
AAVID THERMAL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware 02-0466826
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(State or other jurisdiction of (Commission File Number (I.R.S. Employer
incorporation or organization) Identification No.)
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One Kool Path, P.O. Box 400, Laconia, N.H. 03247
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (603) 528-3400
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Item 2. Acquisition of Assets
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On May 16, 1996, Aavid Thermal Technologies, Inc. (the "Company"), through
its wholly owned subsidiary Fluent, Inc. ("Fluent") pursuant to a Stock
Purchase Agreement dated as of May 6, 1996 (the "Agreement") among the Company
and Michael Engelman and Simon Rosenblatt, acquired all of the issued and
outstanding stock of Fluid Dynamics International, Inc. ("FDI"), a State of
Illinois corporation for $3,750,000 in cash and 75,000 shares of the Company's
common stock, par value $.01 per share. FDI remains a wholly owned subsidiary
of the Company through Fluent.
The Company anticipates that the cash to be paid to the selling
shareholders pursuant to the acquisition will be funded through available cash
or its existing credit facility.
Fluent is a recognized leader in the field of computational fluid dynamics
technology based modeling and analysis software used in the development of
products in automotive, aerospace, power generation, electronics and plastics
industries. FDI's presence in key market segments, such as food processing,
biomedical, metallurgy, and electronics cooling, is an important complement to
the Fluent software line.
Item 7. Financial Statement, Pro Forma Financial Information and Exhibits.
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The Company has determined that no financial statements or pro forma
information of FDI are required under the Rules of the Securities and Exchange
Commission.
Date May 16, 1996
Aavid Thermal Technologies, Inc.
By: /s/ John W. Mitchell
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John W. Mitchell
Vice President
and General Counsel
