APPLIED SCIENCE & TECHNOLOGY INC
8-K, 1996-06-06
SPECIAL INDUSTRY MACHINERY, NEC
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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: May 20, 1996
                          ----------------------------


                      APPLIED SCIENCE AND TECHNOLOGY, INC.
                      ------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


                                    Delaware
                                    --------
                 (State or Other Jurisdiction of Incorporation)


        0-22646                                          04-2962110
- --------------------------------------------------------------------------------
(Commission File Number)                    (I.R.S. Employer Identification No.)


                 35 Cabot Road, Woburn, Massachusetts 01801-1053
                 -----------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (617) 933-5560
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
                                 --------------
          (Former Name or Former Address, if Changed Since Last Report)







                                TABLE OF CONTENTS

                                    FORM 8-K

                                  May 20, 1996



Item                                                                        Page
- --------------------------------------------------------------------------------

ITEM 5.           OTHER EVENTS
                  Announcement of no current plans
                  to call outstanding warrants                                 1

ITEM 7.           EXHIBIT                                                      1

SIGNATURE                                                                      2

EXHIBIT                                                                      E-1


                                       -i-






ITEM 5.           OTHER EVENTS

                  On May 20, 1996,  Applied  Science and  Technology,  Inc. (the
                  "Registrant")  announced that due to current market conditions
                  and recent  corporate events it did not intend to proceed with
                  a redemption of its publicly traded  redeemable  warrants (the
                  "Warrants") at this time,  even though the Registrant did meet
                  all of the requirements to redeem the Warrants.

ITEM 7.           EXHIBIT.

                  Exhibit
                     No.                        Title
                  -----------------------------------
                    99      Press Release issued by the Registrant.



                                       -1-






                                    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.

                                            Applied Science and Technology, Inc.


                                            By:/s/ Richard S. Post
                                               -------------------
                                               Richard S. Post
                                               Chief Executive Officer


                                       -2-







                                                                      EXHIBIT 99










          ASTEX ANNOUNCES NO CURRENT PLANS TO CALL OUTSTANDING WARRANTS
          -------------------------------------------------------------

Woburn, Mass., May 20, 1996 ---- Applied Science and Technology,  Inc. ("ASTeX")
(Nasdaq:ASTX)  today announced that due to current market  conditions and recent
corporate events, the Company,  although  fulfilling all of the requirements for
redeeming its publicly traded  redeemable  warrants,  does not intend to proceed
with the warrant redemption at this time.

Dr. Richard Post, President and Chief Executive Officer, said, "Although we meet
the requirements for the warrant  redemption,  we currently believe it is in the
best  interest  of our  shareholders  and the  Company  to delay  redeeming  the
warrants until market conditions for ASTeX stock improve.  At this time ASTeX is
in a strong financial position to enable the Company to continue to grow through
internal  developments  and  acquisitions.  We  do  anticipate  that  as  market
conditions  improve  for our  common  stock,  we will call the  warrants  at the
appropriate time."

The  Company   currently   has   1,955,000   redeemable   warrants   outstanding
(Nasdaq:ASTXW).  Two redeemable  warrants entitle a holder to purchase one share
of common stock at $15.05  through  November 9, 1998,  subject to  adjustment in
accordance with anti-dilution provisions. The redeemable warrants are subject to
redemption at $0.10 per warrant on 30 days prior written  notice,  provided that
the average  closing  price of the common stock equals or exceeds  $19.35 for 20
consecutive  trading  days  ending  within  10  days  prior  to  the  notice  of
redemption.

ASTeX is a leading provider of innovative production technology through delivery
of  components  and  systems  for  semiconductor,   medical,   and  CVD  diamond
applications.  ASTeX markets its systems to producers of CVD diamond,  while its
microwave  and RF power  generators,  plasma  sources and ozone  generators  and
subsystems are marketed to the world's leading semiconductor and medical capital
equipment manufacturers.  Typical semiconductor  applications include stripping,
etching,  CVD and physical vapor deposition,  while medical applications include
diagnostic imaging and sterilization.

         "Safe Harbor" statement under the Private Securities  Litigation Reform
Act of 1995: This release contains  forward looking  statements that are subject
to risks  and  uncertainties,  including,  but not  limited  to,  the  impact of
competitive  products and pricing,  product  demand and market  acceptance,  new
product development,  reliance on key strategic  alliances,  availability of raw
materials,  the regulatory  environment,  fluctuations in operating  results and
other  risks  detailed  from  time to time in the  Company's  filings  with  the
Securities and Exchange Commission.




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