SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): January 18, 1996
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CerProbe Corporation
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(Exact name of Registrant as specified in charter)
Delaware 0-11370 86-0312814
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
600 South Rockford Drive, Tempe, Arizona 85281
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (602) 967-7885
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ITEM 5. PURSUANT TO RULE 135C
For Further Information:
Cerprobe Coffin o KCSA
600 South Rockford Drive 15300 Ventura Blvd., Suite 303
Tempe, AZ 85281 Sherman Oaks, CA 91403
(602) 497-4200 (818) 789-0100
CONTACT: Jacque Stewart CONTACT: William F. Coffin
Investor Relations President
For Immediate Release:
January 18, 1996
CERPROBE ANNOUNCES A SALE OF $10 MILLION CONVERTIBLE PREFERRED STOCK
Tempe, AZ, January 18, 1996...Cerprobe Corporation (NASDAQ:CRPB) announced today
the successful placement of $10 million in convertible preferred stock
("preferred stock") to a group of institutional investors.
The preferred stock accretes at a 6% annual rate and the preferred stockholders
may convert to common stock of the company at either $16.55 per share or 90% of
the average five day closing price prior to the conversion date. The company has
redemption rights prior to conversion. The securities have not been registered
under the Securities Act of 1933 and may not be offered or sold in the United
States without registration or an exemption.
Cerprobe presently has approximately 5,000,000 shares of common stock
outstanding on a fully diluted basis. Full conversion of the preferred stock
will result in the issuance of a maximum of 800,000 additional shares of
Cerprobe common stock.
C. Zane Close, President and Chief Executive Officer of Cerprobe, commented on
the preferred stock sale saying, "We are pleased to have completed this
financing on favorable terms to the company and our shareholders. We have stated
previously management's goal to grow rapidly through both internal expansion and
also through acquisitions and strategic alliances. This equity financing allows
us to execute this strategy and not be constrained by capital limitations."
"Cerprobe is currently growing at a rapid rate in both our domestic and
international markets. We have opened a modern probe card manufacturing facility
in East Kilbride, Scotland, and are currently in the process of opening a
manufacturing and sales office in Singapore to serve the growing Asia Pacific
market. In addition we continue to see excellent investment opportunities in the
domestic marketplace during a period of anticipated future growth for the
company's line of products. We are delighted that our new stockholders share
this vision and market opportunity."
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"Management's objective is to utilize the proceeds of this financing for the
purpose of internal capital needs, as well as acquisitions during 1996," said
Mr. Close.
Cerprobe develops and manufactures products for the high performance testing of
integrated circuits and microelectronics components and markets its products
worldwide to semiconductor manufacturers. The Arizona-based company operates
manufacturing facilities in Tempe and Chandler, Arizona; San Jose, California;
Austin, Texas; and Westboro, Massachusetts. The Company also operates a
wholly-owned subsidiary, Cerprobe Europe, Limited in East Kilbride, Scotland and
handles international sales through a network of distributors and licensed
facilities.
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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 thereunto duly authorized.
CERPROBE CORPORATION
Dated as of January 24, 1996 By: /s/C. Zane Close
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C. Zane Close
President & C.E.O.
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