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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Commission
Date of Report (Date of earliest event reported):December 5, 1996
Hadco Corporation
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(Exact name of Registrant as specified in its charter)
12A Manor Parkway, Salem, New Hampshire
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(Address of principal executive offices)
03079
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(Zip Code)
(603) 898-8000
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Registrant's telephone number, including area code
Massachusetts 033-95284 04-2393279
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(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation Identification No.)
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Item 5. Other Events.
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Hadco Corporation (the "Company") issued the press release attached as
Exhibit 99.1 today.
Item 7. Exhibits.
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99.1 Press Release dated December 5, 1996.
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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.
HADCO CORPORATION
December 5, 1995 By: /s/ Timothy Losik
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Timothy Losik
Chief Finacial Officer
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Exhibit 99.1
SALEM, N.H. -- (BUSINESS WIRE) -- Dec. 5, 1996 -- Hadco Corporation
(Nasdaq:HDCO) announced today that it agreed to acquire Zycon Corporation
(Nasdaq:ZCON) for approximately $205 million in cash, or $18.00 per share.
The acquisition of Zycon, a leading manufacturer of complex printed circuit
boards, will position Hadco as the largest interconnect circuit producer in the
United States and one of the top five manufacturers in the world.
Andy Lietz, Chief Executive Officer of Hadco, stated, "Our objective is to
take a leadership position in the world interconnect market. With the worldwide
proliferation of complex electronic products, the increased scale of operations
provided by the Hadco and Zycon combination will allow Hadco to offer the
greatest array of technologically advanced interconnect products in the world.
On a geographic basis, the acquisition of Zycon provides us with a significant
West Coast presence in volume high quality printed circuit board capability and
backplane assembly. The Malaysian operation gives us an entry into the Far East,
and Zycon's East Coast facility complements our quick-turn and design
capabilities. This acquisition is a key element in Hadco's long-term growth
strategy."
Ron Donati, President, Chief Executive Officer and Chairman of Zycon,
stated, "With the combination of Hadco and Zycon, we will unite the efforts of
two of the strongest and most technologically advanced interconnect
manufacturers in the United States. The companies will have the opportunity to
continue their research and technology development together, which will help
Hadco better serve the combined customer base. As a result, we believe Hadco
represents an excellent opportunity for our employees to benefit from the
additional growth prospects represented by this transaction."
Zycon and certain principal shareholders terminated, in accordance with its
terms, a previous agreement for sale of the stock at $16.25 per share. Under the
terms of the Hadco merger agreement, Hadco will offer to purchase all of the
outstanding shares of common stock of Zycon for $18.00 per share in cash.
Certain principal shareholders, owning approximately 60% of the company's
outstanding stock, have agreed to tender all of their shares to Hadco.
Headquartered in Santa Clara, Calif., Zycon manufactures high quality,
complex multilayer printed circuit boards for original equipment manufacturers
and contract manufacturers in such industries as data communications,
telecommunications, advanced storage systems, workstations, servers and personal
computers.
Headquartered in Salem, N.H., Hadco is a leading supplier of electronic
interconnect products and services. Markets served include original equipment
manufacturers and contract assemblers in the computer, telecommunications,
automotive, medical instruments, and industrial automation sectors of the
electronics industry.
Hadco's wide range of services and products provide a singular solution to
the industry's, accelerating time-to-market requirements. Hadco offers extensive
printed circuit design and engineering services, dedicated quick turn-around
prototype and development fabrication, complex technology volume production
fabrication, backplane assemblies and added-value sub-assemblies as well as a
complete array of assembly capabilities. The Company operates six facilities in
the United States.
Except for the historical information contained in this press release
(including pricing, revenue, earnings, and operating expectations) there may
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be forward looking statements that involve risks and uncertainties. Factors that
could cause actual results to differ materially include, but are not limited
to, general economic conditions, business conditions in the electronics
industry, demand for the company's products, and other risks and uncertainties
described in reports and other documents filed by the companies from time to
time with the Securities and Exchange Commission.
A conference call will take place at 10 A.M. EST on Dec. 5, 1996. Dial-in
number is 1-800-621-5170, reservation number 2245912. Replay will be available
until 5 P.M. Dec. 7, 1996 by calling 1-800-633-8284 using the reservation
number above.
