<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
Date of Report (Date of earliest event reported) DECEMBER 11, 1996
WEITEK CORPORATION
(Exact name of registrant as specified in charter)
CALIFORNIA 000-17191 94-2709963
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2801 ORCHARD PARKWAY, SAN JOSE, CA 95134
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (408) 526-0300
NOT APPLICABLE
(Former name or former address, if changed since last report.)
<PAGE> 2
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On December 11, 1996 (the "Petition Date"), the Registrant filed a
Voluntary Petition under Chapter 11 of the U.S. Bankruptcy Code (the "Bankruptcy
Code") with the United States Bankruptcy Court, Northern District of California,
San Jose Division (the "Bankruptcy Court") (Case No. 96-59552-JRG-11). The
Registrant is currently operating its business as a debtor in possession
pursuant to the provisions of Sections 1107 and 1108 of the Bankruptcy Code.
Also on the Petition Date, the Registrant filed its Disclosure Statement and
Plan of Reorganization (the "Plan"). Under the Plan, the Registrant anticipates
that its creditors will be paid in full and that shareholders will receive a
distribution. The Plan includes an asset purchase agreement (the "Agreement")
between the Registrant and Rockwell Semiconductor Systems ("Rockwell") executed
by the parties on the Petition Date. Pursuant to the terms of the Agreement,
Rockwell will pay approximately three million dollars to acquire certain of the
Registrant's assets and a nonexclusive license to certain of the Registrant's
technology. The Agreement is subject to approval of the Plan by the Bankruptcy
Court. Until the Bankruptcy Court decides whether to approve the Agreement, the
Registrant will provide contract engineering services to Rockwell. The
Registrant also expects to seek interim permission from the Bankruptcy Court to
permit Rockwell to use Registrant's San Jose, California design facilities and
to hire Registrant's engineers and other employees sought by Rockwell.
The information which is set forth in the Registrant's Press Release
dated December 11 , 1996 attached hereto as Exhibit 99.1 is incorporated herein
by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Text of Press Release dated as of December 11, 1996.
-2-
<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 hereunto duly authorized.
Date: December 19, 1996 WEITEK CORPORATION
/s/ Richard H. Bohnet
-----------------------
Richard H. Bohnet
President
-3-
<PAGE> 4
INDEX TO EXHIBITS
Exhibit Description
99.1 Text of Press Release dated as of
December 11, 1996
-4-
<PAGE> 1
Exhibit 99.1
WEITEK ANNOUNCES AGREEMENT
WITH ROCKWELL SEMICONDUCTOR SYSTEMS
San Jose, California, December 11, 1996--Weitek Corporation (OTC
BULLETIN BOARD: WWTK) today announced the signing of an asset purchase agreement
with Rockwell Semiconductor Systems. Pursuant to the agreement, Rockwell will
pay approximately $3 million to acquire certain Weitek assets and a nonexclusive
license to certain Weitek technology. The purchase price is subject to
adjustment based on a number of factors, including Weitek's ability to transfer
certain assets. Rockwell has also extended employment offers to approximately 20
engineers and other employees of Weitek. In connection with the agreement,
Weitek has made a voluntary filing today under Chapter 11 of the U.S. Bankruptcy
Code. The asset transfer is subject to prior approval of the Bankruptcy Court.
Until the Bankruptcy Court approves the asset transfer, Weitek will provide
certain contract engineering services to Rockwell. Weitek is expected to seek
interim permission from the Bankruptcy Court to permit Rockwell to use Weitek's
San Jose, California design facilities and hire the Weitek engineers and other
employees sought by Rockwell.
Richard Bohnet, President and Chief Executive Officer of Weitek
commented that "the agreement with Rockwell is the culmination of a multi-year
effort to find a strategic buyer for Weitek's assets. We are very pleased with
the Rockwell agreement. We will continue to seek buyers for the Weitek assets
not being purchased by Rockwell, including Weitek's intellectual property
portfolio. We believe that the Rockwell agreement, together with an orderly
disposition of other assets, provides Weitek with the best opportunity to
satisfy its obligations to creditors and return some assets to shareholders."
Weitek, which has sustained substantial operating losses during the past several
years, will attempt to sell those assets not being acquired by Rockwell through
the bankruptcy proceeding, and then expects to wind up its affairs. Creditors
and shareholders of Weitek will receive additional information regarding the
bankruptcy proceedings by mail.
This press release contains forward looking statements within the
meaning of the Securities Exchange Act of 1934, as amended. Actual results may
differ materially from those described herein. Factors which may cause such
results to differ include the following: (i) the agreement and other
arrangements with Rockwell are subject to approval of the Bankruptcy Court, and
there can be no assurance that the agreement and other arrangements will be
approved by such court on the terms agreed by the parties or on any other terms;
(ii) the agreement with Rockwell contains customary conditions to closing which,
if not satisfied, would permit Rockwell and Weitek to terminate the agreement
and other arrangements; (iii) there can be no assurance that Weitek will be
successful in locating buyers for any remaining assets; and (iv) while Weitek
expects to have assets available for distribution to shareholders after
satisfying all senior claims, there can be no assurance as to the amount, if
any, which will be available for distribution to Weitek shareholders after
remaining assets are disposed of and senior claims are satisfied.
