FERROFLUIDICS CORP
8-K, 1998-09-24
ELECTRONIC COMPONENTS, NEC
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                       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)
                               September 23, 1998
                               ------------------

                            FERROFLUIDICS CORPORATION
                            -------------------------
               (Exact name of registrant as specified in charter)

        Massachusetts                    0-10734                 02-0275185
- ----------------------------    ------------------------    --------------------
(State or other jurisdiction    (Commission file number)    (IRS employer
        of incorporation)                                    identification no.)

                  40 Simon Street, Nashua, New Hampshire 03061
                  --------------------------------------------
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (603) 883-9800
                                                           --------------  

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Item 5 - Other Events
- ---------------------

     On September 23, 1998, pursuant to an Asset Purchase Agreement of the same
date by and between Ferrofluidics Corporation, a Massachusetts corporation (the
"Company"), and General Signal Technology Corporation, a Delaware corporation
("General Signal"), the Company consummated the sale of certain of the assets of
its Systems Division to General Signal.

     A copy of the Company's Press Release dated September 23, 1998 is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
          ------------



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<PAGE>   3



                                   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.

                                    FERROFLUIDICS CORPORATION

Date: September 23, 1998        By: /s/ William B. Ford
                                    ------------------------------------------
                                    William B. Ford
                                    Vice President and Chief Financial Officer




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                                  EXHIBIT INDEX

EXHIBIT NO.
- -----------

Exhibit 99.1      Press Release of Ferrofluidics Corporation dated 
                  September 23, 1998.






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WEDNESDAY September 23, 12:42 pm Eastern Time

COMPANY PRESS RELEASE

FERROFLUIDICS ANNOUNCES SALE OF CRYSTAL
PULLER BUSINESS

NASHUA, N.H.--(BUSINESS WIRE)--Sept. 23, 1998--Ferrofluidics Corporation
(NASDAQ:FERO-NEWS) today announced the sale of the business, intellectual
property, and certain inventory, fixed assets and tooling of its Systems
Division to Kayex, a division of General Signal Technology Corporation, for
$10,800,000 in cash.

Under the terms of the agreement, Kayex will have the right to design, market,
manufacture, and sell Ferrofluidic(R) crystal growing systems worldwide for all
future industrial requirements. It is also anticipated that a number of
Ferrofluidics Systems Division employees will be offered employment by Kayex.
Ferrofluidics will continue to honor and complete existing orders and warranty
responsibilities, and will retain all liabilities of the Systems Division.

Paul F. Avery, Jr., Chairman and Chief Executive Officer of Ferrofluidics,
stated "Our divestiture of the Systems business is consistent with the recently
announced refocusing of the Company back to its Core Technologies. The cash
received will permit the Company to repay essentially all of its short term
debt, and will thus result in substantial interest savings going forward."

This press release contains forward-looking statements within the meaning of the
federal securities laws. There are certain factors that could cause actual
results to differ materially from those anticipated by the statements made
above. For additional information concerning these and other important factors
which may cause the Company's actual results to differ materially from
expectations and underlying assumptions, please refer to the reports filed by
the Company with the Securities and Exchange Commission.

Ferrofluidics is the pioneer and world leader in ferrofluidic technology.
Founded in 1968 and based in Nashua, New Hampshire, Ferrofluidics has
established technical support facilities in the United States, Germany, the
United Kingdom, Spain, and Japan.
- ----------
Contact:

     Ferrofluidics Corporation
     William B. Ford, 603/883-9800

     


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