LAM RESEARCH CORP
8-K, 2000-03-08
SPECIAL INDUSTRY MACHINERY, NEC
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<PAGE>   1
                       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



                                  MARCH 6, 2000
                Date of Report (Date of earliest event reported)




                            LAM RESEARCH CORPORATION
             (Exact Name of Registrant, as Specified in its Charter)
              -----------------------------------------------------
<TABLE>
<CAPTION>
          DELAWARE                                 000-12933                               94-2634797
      <S>                                   <C>                                         <C>
      (State or other                       (Commission File Number)                    (I.R.S. Employer
      Jurisdiction of                                                                 Identification No.)
       Incorporation)
</TABLE>


                    ----------------------------------------

                              4650 CUSHING PARKWAY
                                FREMONT, CA 94538

               (Address of Principal Executive Offices) (Zip Code)



       Registrant's telephone number, including area code: (510) 659-0200


              -----------------------------------------------------




<PAGE>   2



ITEM 5. OTHER EVENTS.

     Stockholder Approval of Stock Split and Increase in Authorized Capital
Stock

     On March 6, 2000, Lam Research Corporation (the "Company") announced that
at a special meeting held on that date, the company's stockholders approved a
three-for-one subdivision of its outstanding shares of common stock and increase
of the company's authorized common stock to 400 million shares. Stockholder
approval of the amendment to the Company's Certificate of Incorporation
satisfies the condition for the previously announced three-to-one stock split
approved by Lam's Board of Directors on January 21, 2000. Attached hereto as
Exhibit 99.1 is the Company's press release dated March 6, 2000.



Item 7. Financial Statements, pro Forma Financial Information and Exhibits

     (c) Exhibits

         99.1     Lam Research Corporation Press Release, dated March 6, 2000.



<PAGE>   3



                                    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, hereunto duly authorized.


                            LAM RESEARCH CORPORATION


                             /s/  Richard H. Lovgren
                             ------------------------------------------
                             By: Richard H. Lovgren
                                 Title: Vice President, General Counsel
                                 and Secretary


Date:  March 6, 2000



<PAGE>   4





                                  EXHIBIT INDEX
<TABLE>
<CAPTION>
                                                                      Page No. in
                                                                      Sequentially
                                                                     Numbered Current
Exhibit No.                        Description                           Report
- -----------                        -----------                       -----------------
<S>               <C>                                                 <C>
   99.1           Lam Research Corporation Press Release dated           5
                  March 6, 2000.
</TABLE>







<PAGE>   1




                                                                   EXHIBIT 99.1





FOR IMMEDIATE RELEASE


Contacts: Kathleen Bela                            Lisa Garber
          Investor Relations                       Corporate Communications
          Lam Research Corporation                 Lam Research Corporation
          Phone:  510/572-4566                     Phone:  510/572-4538
          Fax:    510/572-6454                     Fax:    510/572-2935
          e-mail: [email protected]          e-mail:[email protected]


LAM RESEARCH CORPORATION ANNOUNCES STOCKHOLDER APPROVAL OF THREE-FOR-ONE STOCK
SPLIT AND INCREASE OF AUTHORIZED COMMON STOCK TO 400 MILLION SHARES

FREMONT, Calif., March 6, 2000 -- Lam Research Corporation (Nasdaq: LRCX)
announced that at a special meeting held today the company's stockholders
approved by a majority vote a three-for-one split of its outstanding shares of
common stock and an increase of the company's authorized common stock to 400
million shares. The stockholder approval satisfies the condition for the
previously announced three-for-one stock split approved by Lam's Board of
Directors on January 21, 2000.

Lam expects the increase in outstanding shares of common stock to become
effective March 7, 2000. Stockholders of record at the close of business on the
effective date will be entitled to receive two additional shares of common stock
for each share of the company's common stock held on that date. New stock
certificates representing the additional shares are expected to be mailed to
stockholders by the company's transfer agent on or about March 16, 2000. The
company expects that shares of its outstanding common stock will begin to trade
on a post-split basis on March 17, 2000. Upon completion of the stock split, Lam
will have approximately 122 million shares of common stock outstanding.

This press release contains certain forward-looking statements which are subject
to the Safe Harbor provisions created by the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements relate to the currently
anticipated effective date of the amendment increasing the company's authorized
common stock, the distribution date for the additional shares of common stock
and the date upon which Lam's stock will commence trading on a post-split basis.
Such statements are based on expectations and are subject to risks,
uncertainties and changes in condition which may effect the timing of such
events. These forward-looking statements speak only as of the date hereof and of
information currently and reasonably known. The company does not undertake an
obligation to update its forward-looking statements to reflect future events or
circumstances.

Lam Research Corporation is a leading supplier of front-end wafer fabrication
equipment and services to the world's semiconductor industry. The company's
common stock trades on the Nasdaq National Market under the symbol LRCX. Lam's
World Wide Web address is http://www.lamrc.com.



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