UNITED STATES
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): July 28, 1999
SAWTEK INC.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction
of incorporation)
000-28276
(Commission File No.)
59-1864440
(IRS Employer Identification No.)
1818 South Highway 441
Apopka, Florida 32703
(Address of principal executive offices)
(407) 886-8860
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events.
Sawtek Inc. announced its next generation management team, effective
October 1, 1999, and a two-for-one stock split, effective for shareholders of
record on August 9, 1999.
Item 7. Financial Statements and Exhibits
Exhibit 99.1 Sawtek Inc. Press Release dated July 28, 1999: Sawtek Inc.
Announces Its Next General Management Team and a Two-For-One Stock Split.
<PAGE>
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 thereunto duly authorized.
SAWTEK INC.
By:/s/ Raymond A. Link
Vice President Finance and
Chief Financial Officer
July 28, 1999
Exhibit 99.1
NEWS RELEASE
Contact: Ray Link
Vice President-Finance
Tel: 407/886-8860
Fax: 407/886-7061
E-mail: [email protected]
For Immediate Release
SAWTEK ANNOUNCES ITS NEXT GENERATION
MANAGEMENT TEAM
AND A TWO-FOR-ONE STOCK SPLIT
Orlando, Florida, July 28, 1999 - Sawtek Inc. (NASDAQ: SAWS) announced its next
generation management team to be effective on October 1, 1999, and a two-for-one
stock split effective for shareholders of record on August 9, 1999.
Management Team:
The Board of Directors of Sawtek has promoted Gary Monetti to Chief Executive
Officer, Kimon Anemogiannis to President and Chief Operating Officer, Raymond
Link to Senior Vice President and Chief Financial Officer and Azhar Waseem to
Vice President-Operations, effective October 1, 1999.
Mr. Monetti will replace Steven Miller, who co-founded Sawtek over 20 years ago
and currently serves as Chairman and Chief Executive Officer of the Company. Mr.
Miller will remain as Chairman of the Board of Sawtek. He, along with Jay Tolar,
another Sawtek co-founder and Senior Vice President and Chief Technical Officer,
will step down from day-to-day activities effective with the end of Sawtek's
fiscal year on September 30, 1999. Dr. Tolar will also remain a member of
Sawtek's Board of Directors.
Mr. Miller stated, "These promotions complete a management development and
transition plan initiated five years ago and places Sawtek in the hands of a
well-seasoned management team. Sawtek is embarking on a major growth initiative
as we plan to offer an expanded line of SAW filter products and this management
team has the breadth and depth of experience necessary to lead Sawtek in this
new strategic endeavor. I, along with the other members of the Board, have full
faith and confidence in this highly talented group."
Mr. Miller further noted that both he and Dr. Tolar will become part-time
consultants to Sawtek and will continue oversight of the Company through their
roles as Board members and that they both plan to continue to be active in a
variety of professional and community activities.
Mr. Monetti, 40, joined Sawtek in 1982 and was named President and Chief
Operating Officer in 1997 and was appointed to the Board of Directors in 1998.
Prior to this, he served as Vice President-Operations, Vice
President-Engineering, Vice President-Sales & Marketing, and other positions
during his 18-year career at Sawtek. As the CEO, Mr. Monetti will have overall
responsibility for the Company. He has a B.S. in electrical engineering from the
University of Illinois and a M.B.A. from Rollins College.
Dr. Anemogiannis, 38, joined Sawtek in 1995 as Director of Engineering and was
promoted to Vice President-Engineering in 1998 and then to Vice
President-Operations in 1998. Prior to joining Sawtek, Dr. Anemogiannis was
Manager of Engineering for the surface acoustic wave (SAW) group at Siemens
Matsushita Components based in Munich, Germany. Dr. Anemogiannis earned his M.S.
and Ph.D. degrees in electrical engineering from the Technical University
Munich. As President and COO he will be responsible for the day-to-day
activities at Sawtek, including leading the Company's new product initiatives.
He will report to Mr. Monetti.
Mr. Link, 45, joined Sawtek in 1995 as Vice President and Chief Financial
Officer. Prior to joining Sawtek, Mr. Link spent a combined 15 years at Harris
Corporation and Hubbard Construction Company in a variety of financial and
accounting positions. He is a Certified Public Accountant and has a B.S. degree
in accounting from the University of Buffalo and a M.B.A. from the Wharton
School. Mr. Link will continue to be responsible for the financial affairs at
Sawtek and will report to Mr. Monetti. Mr. Waseem, 45, joined Sawtek in 1995 as
Manager of Wafer Fabrication and was promoted to Director of Wafer Fabrication
in 1996 and to Vice President-Manufacturing in 1998. Prior to joining Sawtek,
Mr. Waseem managed the international operations of Siliconix Inc. based in Santa
Clara, California. He has over 20 years of high-tech manufacturing experience.
Mr. Waseem earned a B.S. and M.S. degrees in electrical engineering and a M.B.A.
from the University of Minnesota. In this new position, he will have overall
responsibility for manufacturing and operations at the Apopka plant and at the
Company's production plant in Costa Rica. He will report to Dr. Anemogiannis.
Other members of the management team are Brian Balut, who was promoted to Vice
President-Sales and Marketing in September 1998, and Jack Bitzer, who was
promoted to Vice President-Operations Support in April 1998.
Stock Split:
Steve Miller, Chairman and Chief Executive Officer, stated, "I am pleased to
announce that the Board of Directors has declared a two-for-one stock split
effected as a 100% stock dividend. Shareholders of record on August 9, 1999 will
be issued one additional share of Common Stock for each share of Common Stock
held on the record date. Upon completion of the split, the Company will have
approximately 42.1 million shares outstanding."
About Sawtek:
Sawtek Inc. is a leading supplier of electronic signal processing components
based on surface acoustic wave ("SAW") technology. The Company's primary focus
is custom designed, high-performance bandpass filters, resonators, delay lines,
oscillators and SAW-based subsystems. These products are used in a wide array of
microwave and radio frequency systems such as CDMA and GSM-based digital
telephone systems, digital microwave radios, wireless local area networks, cable
television, defense and satellite systems, and chemical sensors. For more
information, please visit the Company's web site at http://www.sawtek.com.
Forward-looking statements in this release are made pursuant to the Safe Harbor
provisions of the Private Securities Litigation Act of 1995. Investors are
cautioned that forward-looking statements such as the statements made by Mr.
Miller of the Company's plans, objectives, expectations and intentions involve
risks and uncertainties. The cautionary statements made in this release should
be read as being applicable to the statements made by Mr. Miller. The Company's
actual results could differ materially from those discussed. Factors that could
cause or contribute to such differences include the following: the Company's
dependence on continuing demand for wireless communications services and CDMA
technology, particularly CDMA handset units; economic turmoil in South Korea and
other Asia-Pacific countries (as experienced during the past year) or other
geographic areas of the world and risks associated with international
operations; limited sources of supply for basic raw materials and potential
near-term shortages of supply; fluctuations in the value of foreign currency;
pressure on revenue and gross profit margins due to competition, change in
product mix and other factors; lower average selling prices of Sawtek's
products; dependence on a limited number of customers, which are expected to
continue to account for a high percentage of the Company's future net sales;
fluctuations in the Company's quarterly results and backlog which may be caused
by such factors as product mix changes, price competition, availability of
manufacturing capacity which could limit the Company's ability to respond timely
to customer requirements and limit its ability to grow revenue; customer order
cancellation or rescheduling; the Company's dependence on its timely development
of new or improved SAW products (such as SAW chemical sensors) to meet changing
market needs and the risk of competing technologies which could replace or
reduce the use of SAW technology for certain applications; risks associated with
Costa Rica operations; risks associated with failures in information technology
systems that are not Year 2000 compliant, as well as other risks discussed in
Sawtek's SEC reports, including Form 10-K and Form 10-Q.
A reader of this release should understand that it is not possible to predict or
identify all such risk factors. Consequently, the reader should not consider
this list to be a complete statement of all-potential risks or uncertainties.
The Company does not assume the obligation to update any forward-looking
statement.
