<PAGE>
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 25, 1997
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.
Terminal Drive, Plainview, New York 11803
- -----------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (516)349-8300
- -----------------------------------------------------------------------------
Not Applicable
- -----------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events.
------------
Reference is made to the Registrant's press release dated July 25,
1997, incorporated herein by reference and included as an exhibit
hereto.
Item 7 Financial Statements, Pro Forma Financial Information and Exhibits.
------------------------------------------------------------------
(c) Exhibits.
Exhibit No. Exhibit
- ---------- -------
20 Press Release of the Registrant, dated July 25, 1997 (filed
herewith).
2
<PAGE>
SIGNATURES
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.
VEECO INSTRUMENTS INC.
Date: August 11, 1997 By: /s/ Edward H. Braun
--------------------------
Edward H. Braun
Chairman, Chief Executive
Officer and President
3
<PAGE>
EXHIBIT INDEX
Exhibit
- -------
20 Press Release of the Registrant, dated July 25, 1997
4
<PAGE>
[on Veeco letterhead]
VEECO INSTRUMENTS ANNOUNCES COMPLETED MERGER
WITH WYKO CORPORATION
PLAINVIEW, New York, July 25, 1997 -- Veeco Instruments Inc. (NASDAQ:VECO),
announced today that it has completed a merger with Wyko Corporation of
Tucson, Arizona, a leading supplier of optical interferometric measurement
systems for the data storage and semiconductor industries. This merger
extends Veeco's current Surface Metrology product line to include automated,
non-contact optical testing systems.
Commenting on the completed acquisition of Wyko Corporation, Edward Braun,
Chairman, President and Chief Executive Officer of Veeco said, "The
combination of Wyko's non-contact, optical measurement products with Veeco's
line of atomic force microscopes, Dektak surface profilers and laser
scatterometers provides our data storage and semiconductor customers with a
complete range of measurement technologies for yield improvement and
integrated test programs."
Under the merger, Wyko shareholders received 2,863,810 shares of Veeco common
stock, and holders of options to acquire Wyko common stock received options
to acquire an aggregate of 136,190 shares of Veeco common stock. The merger
will be accounted for as a pooling of interests transaction.
<PAGE>
Wyko, which was privately held, had sales of $8.2 million and operating
income of $2.4 million for the three months ended March 31, 1997.
Wyko instruments are used to improve product yield and product quality by
generating precise, consistent quantitative data throughout the manufacturing
cycle. In the manufacturing process for computer hard drives, Wyko systems
produce precise measurements of magnetic head shape and height, suspension
arm height and angle, and disk texture and flatness. Semiconductor
manufacturers use Wyko equipment for measuring flip chips and wafer roughness.
New products introduced by Wyko in 1997 include an automatic inspection and
test system for advanced microelectronic packaging applications which
provides 3D measurement of flip chip solder bumps of 1,000 microns and below,
and up to 64,000 bumps on a single die. In addition, a new in-line laser
inspection system precisely adjusts the static attitude of disk drive
suspension arms and is ideal for next generation miniaturized (pico size)
automated thin film head fabrication.
Veeco Instruments Inc. is a worldwide leader in precision ion beam
systems, physical vapor deposition systems and surface metrology equipment
for high-growth microelectronic markets such as thin film magnetic heads and
advanced semiconductor devices as well as for a broad range of industrial
applications. Manufacturing and engineering facilities are located in
Plainview, Orangeburg and Congers, New York; Tucson, Arizona and Santa
Barbara, California.
2
<PAGE>
Global sales and services offices are located throughout the United States,
Europe, Japan and Asia-Pacific.
3
