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UNITED STATES
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): February 8, 1999
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IMP, Inc.
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(Exact name of registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
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<S> <C>
0-15858 94-2722142
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(Commission File Number) (IRS Employer Identification No.)
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<S> <C>
2830 N. First Street, San Jose, California 95134-2071
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (408) 432-9100
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On February 8, 1999, IMP, Inc., a Delaware corporation (the "Company")
announced that it had consummated a private placement of 527,000 shares of its
Common Stock, representing slightly less than 20% of the outstanding shares of
its Common Stock, at a price per share of $4.50, less expenses and a fee payable
to a private placement agent. Further details regarding this announcement are
contained in the Company's press release dated February 8, 1999 attached as an
exhibit hereto and incorporated by reference herein. Also, in response to a
request by The Nasdaq Stock Market, Inc., the Company is filing as an exhibit
hereto a pro forma balance sheet as of December 31, 1998 showing the effect of
such financing.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 27.1 Financial Data Schedule.
Exhibit 99.1 IMP, Inc. Press Release dated January 28, 1998.
Exhibit 99.2 Pro forma balance sheet as of December 31, 1998 as
adjusted to show the effect of the sale of 527,000 shares of
the Company's Common Stock on February 8, 1999 in a private
placement transaction raising gross proceeds of $2,371,500.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
IMP, Inc.
(Registrant)
Dated: February 12, 1999 By: /s/ George Rassam
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George Rassam
Chief Financial Officer
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EXHIBIT INDEX
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<CAPTION>
Exhibit
Number Description
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27.1 Financial Data Schedule
99.1 IMP, Inc. Press Release dated January 28, 1998.
99.2 Pro forma balance sheet as of December 31, 1998 as adjusted to
show the effect of the sale of 527,000 shares of the Company's
Common Stock on February 8, 1999 in a private placement
transaction raising gross proceeds of $2,371,500.
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<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-28-1999
<PERIOD-START> MAR-30-1998
<PERIOD-END> DEC-27-1998
<CASH> 3,609
<SECURITIES> 0
<RECEIVABLES> 7,544
<ALLOWANCES> 0
<INVENTORY> 5,519
<CURRENT-ASSETS> 15,608
<PP&E> 91,043
<DEPRECIATION> (82,352)
<TOTAL-ASSETS> 26,871
<CURRENT-LIABILITIES> 15,412
<BONDS> 0
0
0
<COMMON> 35
<OTHER-SE> 72,671
<TOTAL-LIABILITY-AND-EQUITY> 26,871
<SALES> 9,755
<TOTAL-REVENUES> 9,755
<CGS> 5,901
<TOTAL-COSTS> 5,901
<OTHER-EXPENSES> 3,796
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 246
<INCOME-PRETAX> (188)
<INCOME-TAX> 0
<INCOME-CONTINUING> (188)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (188)
<EPS-PRIMARY> (.07)
<EPS-DILUTED> (.07)
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EXHIBIT 99.1
PRESS RELEASE
IMP ANNOUNCES EQUITY FINANCING
SAN JOSE, CA, February 8, 1999 ---- IMP, Inc (Nasdaq: IMPXD) of San Jose,
California, today announced that it has completed an equity financing
transaction worth approximately $2.4 million. The funds were raised from
Accredited Investors in the San Franciso Bay Area, led by Gruber & McBaine
Capital Management of San Francisco. Other investors included Bay Area Micro-Cap
Management, Compass Technology Partners, and Westfield Capital. Security
Research Associates of Larkspur, California assisted the Company as the selling
agent.
"The funds will be used for the Company's general working capital and to
repay certain indebtedness of the Company," said Phil Ferguson, president and
CEO of IMP.
The Company sold just under 20% of the total number of outstanding shares
of Common Stock to raise the sum of $2,371,500. A price of $4.50 per share was
established by taking the weighted average high and low trade prices per share
of the Company's Common Stock for the 30 trading days up to and including
January 13, 1999. This was the date prior to which the Company submitted the
terms of the funding agreement to Nasdaq for review for compliance with
MarketPlace Rules 4460(i)(D)(ii) and 4460(i)(B).
Statements in this press release regarding IMP's business that are not
historical facts are "forward-looking statements" that involve risks and
uncertainties, including, but not limited to demand for the Company's products,
foundry utilization, the ability of the Company to develop, manufacture and
market new products, demand by end-users for the products produced by the
Company's customers, and the other risks detailed from time to time in the
Company's reports filed with the Securities and Exchange Commission, including
the Company's most recent Annual Report on Form 10-K and Quarterly Report on
Form 10-Q.
IMP, Inc., designs, manufactures and markets standard-setting analog
integrated circuits and specialty analog wafer foundry processes for data
communications interface and power management applications in computer,
communications, and control systems world-wide. Products are manufactured on
CMOS, BiCMOS, and EEPROM processes in the company's ISO 9001 qualified wafer
fabrication plant in San Jose, California.
For further information on the Company, please call IMP's interactive
Shareholder Information Service on 1-888-323-2019 or visit our web site at
http://www.impweb.com.
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EXHIBIT 99.2
PRO FORMA BALANCE SHEET AS OF DECEMBER 31, 1998, WITH PROFORMA ADJUSTMENTS
FOR SIGNIFICANT TRANSACTIONS OCCURING ON OR
BEFORE THE FILING DATE
IMP, Inc.
CONDENSED BALANCE SHEET
(In thousands)
(unaudited)
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<CAPTION>
ASSETS
Feb 10, 1999 March 29, 1998
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Current assets:
Cash and cash equivalents $ 3,609 $ 11,819
Accounts receivable - net 7,544 5,357
Inventories 5,519 3,064
Deposits and other current assets 1,189 950
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Total current assets 17,861 21,190
Leasehold improvements and equipment 91,043 88,931
Accumulated depreciation (82,352) (78,547)
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Net leasehold improvements and equipment 8,691 10,384
Other long term assets 319 375
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$ 26,871 $ 31,949
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of notes payable $ 4,203 $ 3,348
Trade accounts payable 7,037 6,018
Accrued payroll and related expenses 1,056 1,954
Other accrued liabilities 616 276
Current portion of capital lease obligations 2,500 3,582
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Total current liabilities 15,412 15,178
Long-term portion of notes payable
and capital lease obligations 5,360 6,173
Stockholders' equity:
Common stock 35 30
Additional paid-in capital 72,671 70,370
Accumulated deficit (62,710) (55,905)
Treasury stock at cost (3,897) (3,897)
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Total stockholders' equity 6,099 10,598
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$ 26,871 $ 31,949
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See notes to unaudited condensed financial statements contained in 10Q filing
dated February 10, 1999.
