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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 February 5, 1996
(Date of earliest event reported)
KIMBALL INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
INDIANA
(State or other jurisdiction of incorporation)
0-3279 35-0514506
(Commission File Number) (IRS Employee Identification Number)
1600 Royal Street, Jasper, Indiana 47549-1001
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (812) 482-1600
Not Applicable
(Former name or former address, if changed since last report)
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ITEM 5. Other Events
The Company announced on February 5, 1996, its intent to acquire ELMO
Semiconductor Corporation of Burbank, CA and ELMO Semiconducteurs SARL located
in Mantes-La-Jolie (near Paris), France subject to certain conditions. A press
release was issued on that date which contained relevant information on the
companies and their synergies and is included herein as exhibit 99.
ITEM 7. Financial Statements and Exhibits
(a) Financial statements of businesses acquired (not required)
(b) Pro forma financial information (not required)
(c) Exhibits
(99) Press Release - Kimball to Acquire "Next Generation" Electronic
Technologies
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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.
Kimball International, Inc.
By: Gary P. Critser
GARY P. CRITSER
Senior Exec. Vice President
Chief Accounting Officer
and Secretary
Date: February 7, 1996
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KIMBALL TO ACQUIRE "NEXT GENERATION" ELECTRONICS TECHNOLOGIES
Jasper, IN (February 5, 1996) -- Kimball International, Inc. announced today it
has signed a Definitive Purchase Agreement to acquire ELMO Semiconductor
Corporation, Burbank, CA, and ELMO Semiconducteurs SARL, Mantes-La-Jolie (near
Paris), France.
A privately held corporation with most recent annual sales approximating $15
million, ELMO has an active customer base in the defense, aerospace, medical and
automotive markets.
They are a provider of unpackaged semiconductors (DIE), Hi-Rel Die packaging and
test, and design and manufacture of high density Memory, Power and custom
Multichip Modules (MCM). ELMO's in-house microelectronic technologies include:
Known-Good-Die (KGD), 3-D Die Stacking, Chip Scale packaging, advanced MCM-L
(Laminate), MCM-C (Ceramic), MCM-D (Deposited), Chip-on-Board (COB) and high
performance Power MCM's.
"Combining ELMO'S MCM technologies with Kimball's high volume Surface Mount
capabilities will offer our present and new customers access to system design
support and advanced manufacturing processes. Our combined capabilities will
offer a cost effective resource for high volume MCM and mixed technology
(SMT-MCM) production for electronic products," says Larry Kuntz, Executive Vice
President, Kimball Electronics. "ELMO has been ISO 9001 quality system
certified. They specialize in semiconductor DIE processing, testing, product
engineering and MCM design/packaging. ELMO's strong presence with OEM customers
and their longstanding relationships with major semiconductor manufacturers will
advance Kimball Electronics' growth strategies."
"Kimball Electronics is the ideal company to assist us in the implementation of
our current and future customers' requirements in DIE, packaging and MCM's,"
says Elie Moreno, founder and Chief Executive Officer, ELMO Semiconductor
Corporation. "Kimball's support will enhance our KGD technology and allow us to
expand our custom packaging and MCM capabilities. Their exemplary quality and
customer service reputation, as well as their excellent automation and material
management skills, will serve as the strong foundation we require to accomplish
our expansion plans."
Kimball is structuring the ELMO California subsidiary as an asset purchase while
the France unit would be a stock acquisition. Both will maintain operations and
personnel in their current locations.
The transaction's valuation will be finalized during the due diligence process
with closing expected in late March. It is anticipated that the purchase price
will be financed internally by Kimball International.
"Our Electronics Group has become a critical business partner in the Electronic
Manufacturing Services Industry (EMSI)," said Douglas A. Habig, President and
Chief Executive Officer of Kimball International, Inc. "Our business strategy
incorporates the increasing reliance on outsourcing engineering and
manufacturing services by OEMs, allowing them to concentrate on their core
competencies. Realizing also the continued miniaturization of chip geography,
ELMO's expertise in designing, developing and manufacturing with advanced
electronic packaging technologies, coupled with our mass production resources,
will further expand our ability to be a high quality, short lead time, best
value provider for our customers."
Kimball International, Inc. is a diversified furniture and electronics
manufacturer with fiscal year 1995 Sales of $900 million. Kimball's Class B
common stock is traded on the NASDAQ National Market under the symbol KBALB.
