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): June 14, 1999
_____________________
Exact Name of Registrant as
Specified in Its Charter: SMTEK INTERNATIONAL, INC.
___________________________________
DELAWARE 1-8101 33-0213512
_____________________________ ____________ _____________
State or Other Jurisdiction of Commission I.R.S. Employer
Incorporation or Organization File Number Identification No.
Address of Principal Executive Offices: 2151 Anchor Court
Thousand Oaks, CA 91320
_________________________
Registrant's Telephone Number, Including
Area Code: (805) 376-2595
_________________________
Former Name or Former Address,
if Changed Since Last Report: Not applicable
_________________________
Item 5. Other Events.
On June 14, 1999, SMTEK International, Inc. ("the Company") announced that its
board of directors had elected to transfer its common stock listing from the
New York Stock Exchange to the Nasdaq SmallCap Market.
On June 29, 1999, the Company was advised by Nasdaq that its listing
application had been approved. The Company's common stock began trading on
the Nasdaq SmallCap Market on July 1, 1999 under the symbol SMTI.
The Company's common stock will continue to be listed on the Pacific Exchange
under the symbol SMK.
The last day of trading of the Company's common stock on the New York Stock
Exchange was June 30, 1999.
Item 7. Financial Statements and Exhibits.
Exhibit Description
_______ ____________
99.1 Press release dated June 14, 1999
99.2 Press release dated June 29, 1999
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 thereunto duly authorized.
SMTEK INTERNATIONAL, INC.
July 1, 1999 /s/ Richard K. Vitelle
_________________________________ _________________________________
Date Richard K. Vitelle
Vice President -Finance
(Principal Financial Officer)
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
______________________
From: SMTEK International, Inc. Contact: Rick Vitelle
2151 Anchor Court Chief Financial Officer
Thousand Oaks, CA 91320 (805) 376-2595
or
FOLEY/FREISLEBEN LLC
John Foley
213/955-0020
SMTEK International Plans Transition to Nasdaq
____________________________________________________
THOUSAND OAKS, CALIFORNIA (June 14, 1999) - SMTEK International, Inc.
(NYSE: SMK) today announced that its board of directors has elected to
transfer its common stock listing from the New York Stock Exchange to the
Nasdaq SmallCap Market. SMTEK filed its listing application with Nasdaq
following stockholder approval on May 20, 1999 of the Company's now
completed 1-for-20 reverse split of its common stock. The Company also
expects that its common stock will continue to trade on the Pacific
Exchange.
Richard K. Vitelle, SMTEK's vice president of finance and
administration and chief financial officer, commented: "SMTEK has
returned to consistent profitability and significantly strengthened its
balance sheet over the past several years. Nonetheless, we were advised
by the New York Stock Exchange that its financial requirements for
continued listing were going to be raised substantially, and it was not
clear that the Company would be able to attain these new standards within
the time period required by the NYSE. For this reason, we decided to
transfer our listing to the Nasdaq SmallCap Market.
"We believe that transferring to Nasdaq could bolster investor
confidence with regard to listing continuity by placing us in a trading
environment in which we meet listing requirements. We also feel that
having multiple market makers could enhance the overall liquidity and
marketability of our common stock.
Vitelle continued: "We believe that following the reverse stock
split, which was effective on May 24, 1999, the Company meets all of the
initial listing requirements for Nasdaq's SmallCap Market. However, we do
not expect clearance from Nasdaq until late June or early July. The New
York Stock Exchange is working with the Company in this transition
process, and has agreed to allow SMTEK's shares to continue trading on
the NYSE until July 9, 1999, or such earlier date that our common stock
begins trading on Nasdaq. Our primary efforts are directed at working
toward an orderly transition to Nasdaq, and we expect no interruption in
trading."
Headquartered in Thousand Oaks, California, SMTEK International, Inc.
is an electronics manufacturing services (EMS) provider serving original
equipment manufacturers (OEMs) in the computer, telecommunications,
instrumentation, medical, industrial and aerospace industries. The
Company also fabricates multilayer printed circuit boards (PCBs) for use
in the same industries serviced by the Company's EMS operations. The
Company's EMS operations are located in Thousand Oaks, California, San
Diego, California, Fort Lauderdale, Florida and Craigavon, Northern
Ireland. Its PCB facilities are located in Craigavon, Northern Ireland.
Certain statements made above are forward-looking in nature and
reflect SMTEK International, Inc.'s current expectations. Such statements
include words like "plan", "believe", "expect", "may", "will", and similar
expressions. These statements involve various risks and uncertainties and
there can be no guarantees that such statements will prove to be correct.
Factors that might cause such expectations not to be achieved include the
possibility that the Company's Nasdaq application might not be approved in
time for the Company's common stock to begin trading on the Nasdaq
SmallCap Market before its shares cease to be listed on the NYSE, and the
possibility that Nasdaq may ultimately not approve the Company's
application or maintain that listing, or the possibility that there will
not be market makers for the Company's securities sufficient to provide
liquidity and marketability.
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EXHIBIT 99.2
FOR IMMEDIATE RELEASE
______________________
From: SMTEK International, Inc. Contact: Rick Vitelle
2151 Anchor Court Chief Financial Officer
Thousand Oaks, CA 91320 805/376-2595
or
FOLEY/FREISLEBEN LLC
Jerry Freisleben
213/955-0020
SMTEK Receives Nasdaq Approval For SmallCap Listing
Trading Will Begin July 1 Under Symbol "SMTI"
_____________________________________________________
THOUSAND OAKS, CALIFORNIA, June 29, 1999 - SMTEK International, Inc.
today announced that it has received approval from Nasdaq for the listing
of the Company's shares on Nasdaq's SmallCap market. SMTEK's shares will
begin Nasdaq trading on Thursday, July 1 under the symbol "SMTI".
Richard K. Vitelle, SMTEK's vice president of finance and
administration and chief financial officer, commented: "We are pleased
that the transition from the NYSE to Nasdaq has proceeded in a smooth,
orderly and successful manner, assuring continuity of trading for our
shareholders. We believe that Nasdaq's system of multiple market makers
can increase SMTEK's visibility in the investment community and help
generate demand for our stock, thereby benefiting all of our shareholders.
We look forward to a long and positive association with Nasdaq."
Headquartered in Thousand Oaks, Calif., SMTEK International, Inc. is
an electronics manufacturing services (EMS) provider serving original
equipment manufacturers (OEMs) in the computer, telecommunications,
instrumentation, medical, industrial and aerospace industries. The
Company provides integrated solutions to OEMs across the entire product
life cycle, from design to manufacturing to end-of -life services, for the
worldwide low to medium volume, high complexity segment of the EMS
industry.
The Company also fabricates multilayer printed circuit boards (PCBs)
for use in the same industries addressed by the Company's EMS operations.
EMS operations are located in Thousand Oaks, California; San Diego,
California; Fort Lauderdale, Florida and Lurgan, Northern Ireland. Its
PCB facilities are located in Craigavon, Northern Ireland.
Certain statements made above are forward-looking in nature and
reflect SMTEK International, Inc.'s current expectations and anticipated
future plans. Such statements involve various risks and uncertainties
that could cause actual results to differ materially from those forecast
in the statements. Factors that might cause such differentiation would
include, without limitation, the factors described as "Risk Factors" in
the Company's Registration Statement on Form S-3 (No. 333-62621) on file
with the Securities and Exchange Commission.
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