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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 Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 1, 2000
SEMX CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-10938 13-3584740
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of Incorporation) File Number) Identification No.)
1 Labriola Court
Armonk, New York (914) 273-5500 10504
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(Address of Principal (Registrant's Telephone No., (Zip Code)
Executive Offices) Including Area Code)
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ITEM 5. OTHER EVENTS
On June 1, 2000, the Registrant sold $10,000,000 of six (6%) percent
cumulative, 5-year redeemable, Series B Preferred Stock to an investor group led
by ACI Capital Co. Inc., an integrated investment firm. The Registrant also
issued 5-year warrants to purchase a total of 1,000,000 shares of the
Registrant's common stock at an initial exercise price of $10 per share. One
year after closing, the exercise price of the warrants will be set at the lower
of (i) $10 per share or (ii) the lowest average trading price for any twenty
(20) consecutive trading days during the preceding 12 months, but in no event
will the exercise price be set below $7 per share.
The Agreement between the Registrant and the investor group provides
for rights of registration relating to the shares of common stock underlying the
warrants. Additionally, the investor group has the right to appoint two (2)
directors to the Registrant's Board of Directors.
The Registrant intends to use the proceeds of the private financing to, in
part, introduce new products in the wireless infrastructure, fiber optics and
internet server markets and to pursue growth opportunities.
ITEM 7(c). EXHIBITS
4.1 Certificate of Designation, Number, Powers, Preferences and
Relative, Participating, Optional and Other Rights of Series B
Preferred Stock;
4.2 First Amendment to the Rights Agreement between Registrant and
Continental Stock Transfer & Trust Company dated June 1, 2000;
4.3 Preferred Stock Purchase Agreement between Registrant and ACI
Capital American Fund LP and Exeter Venture Lenders LP dated as of
June 1, 2000;
4.4 Form of Warrant;
4.5 Registration Rights Agreement.
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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 hereunto duly authorized.
Dated: June 15, 2000
SEMX CORPORATION
By: /s/
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Mark A. Koch
Secretary and Controller
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EXHIBIT INDEX
Exhibit No. Description
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4.1 Certificate of Designation, Number, Powers, Preferences and
Relative, Participating, Optional and Other Rights of Series B
Preferred Stock;
4.2 First Amendment to the Rights Agreement between Registrant and
Continental Stock Transfer & Trust Company dated June 1, 2000;
4.3 Preferred Stock Purchase Agreement between Registrant and ACI
Capital American Fund LP and Exeter Venture Lenders LP dated as of
June 1, 2000;
4.4 Form of Warrant;
4.5 Registration Rights Agreement.
