SIMTEK CORP
8-K, 1997-10-06
SEMICONDUCTORS & RELATED DEVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


               Current Report Pursuant to Section 13 or 15 (d) of
                           The Securities Act of 1934


          Date of Report (Date of earliest event reported) October 3, 1997





                               SIMTEK CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)




    Colorado                         0-19027                    84-1057605
- --------------------------------------------------------------------------------
(State or other                    (Commission               (I.R.S. Employer
jurisdiction                       File Number)              Identification No.)
of incorporation)



                          1465 Kelly Johnson Boulevard
                           Colorado Springs, Colorado          80920
                   ----------------------------------------  ----------
                   (Address of principal executive offices)  (Zip Code)

   
Registrant's telephone, including area code:  (719) 531-9444


                                 Not applicable
          -----------------------------------------------------------
          Former name or former address, if changed since last report





<PAGE>

Item 5:  Other Information
- -------  -----------------

     (1) The Registrant  issued the following  press  release,  dated October 2,
1997, announcing its special shareholders meeting to be held November 6, 1997:

                              FOR IMMEDIATE RELEASE
                              ---------------------

                  SIMTEK ANNOUNCES SPECIAL SHAREHOLDERS MEETING

     COLORADO  SPRINGS,  Colorado - October 2, 1997 -- Today Simtek  Corporation
announced  a special  shareholders  meeting to be held at 1:00 PM on November 6,
1997 at the Marriott Hotel in Colorado Springs, CO (DEFS14A filed with the SEC).
The purposes of the meeting include voting on a proposed  increase of the number
of authorized  shares,  the ratification of Hein + Associates LLP as auditors of
the company and to transact any other business as may be properly brought before
the meeting.  The "Notice of Special Meeting of Shareholders" and the proxy card
for voting is in the process of being mailed out to all  shareholders  of record
as of September 22, 1997.

     Simtek  currently has 40 million  shares of common stock  authorized,  with
approximately  28.7 million issued and  approximately  9.8 million  reserved for
stock options and warrants.  This leaves  approximately  1.5 million  authorized
shares of Common Stock available for future use as of August 31, 1997.

     While the Board has no specific  commitments,  plans or intentions to issue
shares of Common Stock at this time, it is currently exploring various financing
alternatives,  none of which would change control of the Company.  However, with
so few shares available,  the Company has little  flexibility to take actions in
the best  interest  of the  company  which may require  additional  shares.  The
increase in authorized shares will have no impact on the number of shares in the
public  market unless they are issued.  Among the possible  uses for  additional
shares are the issuance in connection  with  acquisitions  of other companies or
properties,  issuance in public or private offerings to raise additional capital
to fund  production  and  marketing  of its 0.8 micron 256 kilobit  nvSRAM,  the
development of other new products,  declaration  and issuance of stock dividends
and issuance under stock option plans that may be adopted in the future.

     Simtek has experienced sales growth of its nonvolatile  Static RAM (nvSRAM)
products,  with revenues of $2.0M in 1995,  $5.2M in 1996 and $3.3M in the first
half of 1997.  With the solid base of 16 kilobit and 64 kilobit  nvSRAMs and the
recent introduction of its 256 kilobit products, Simtek continues to broaden its
customer base and establish the nvSRAM technology in applications requiring high
performance, cost effective nonvolatile memory solutions.

     Simtek  Corporation   develops,   produces  and  markets  high  performance
nonvolatile  memories.   Headquartered  in  Colorado  Springs,   Colorado,  with
international  sales and marketing  channels,  Simtek is listed under the symbol
SRAM on the OTC electronic Bulletin Board. Information on Simtek products can be
obtained from its web site www.simtek.com,  email  [email protected] or by calling
(719) 531-9444 or FAX (719) 531-9481.

For more information contact:

Simtek Corporation                                     [email protected]
1465 Kelly Johnson Boulevard                           or see our Web site at
Colorado Springs, CO  80920 USA                        http://www.simtek.com
(719) 531-9444 FAX (719) 531-9481

Editor's  Note:  Please send  inquiries to:  Communications  Department,  Simtek
Corporation, 1465 Kelly Johnson Boulevard, Colorado Springs, CO 80920 USA. (719)
531-9444; FAX (719) 531-9481.


                                      2

<PAGE>

                                    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 and hereunto duly authorized.

                                     SIMTEK CORPORATION


                                           /s/Richard L. Petritz
October 3, 1997                      By:_______________________________________
                                           RICHARD L. PETRITZ
                                           Chief Executive Officer and Chief
                                           Financial Officer (acting)



















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