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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):
October 2, 2000
APPLIED SCIENCE AND TECHNOLOGY, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-22646 04-2962110
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
90 INDUSTRIAL WAY,
WILMINGTON, MASSACHUSETTS 01887
(Address of principal executive office and zip code)
Registrant's telephone number, including area code:
(978) 284-4000
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ITEM 5. OTHER EVENTS.
On October 2, 2000, the Registrant and MKS Instruments, Inc. ("MKS") publicly
disseminated a press release announcing that they had entered into an Agreement
and Plan of Merger, dated as of October 2, 2000 (the "Merger Agreement"), which
sets forth the terms and conditions of the proposed merger of a subsidiary of
MKS with and into the Registrant (the "Merger") pursuant to which the Registrant
will become a wholly owned subsidiary of MKS. A copy of the Merger Agreement is
included herein as Exhibit 2.1 and a copy of the joint press release of the
Registrant and MKS with respect to the Merger is included herein as Exhibit
99.1. The Merger Agreement and the joint press release are each incorporated by
reference into this Item 5 and the foregoing description of these documents are
qualified in their entirety by reference to these exhibits.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
2.1 Agreement and Plan of Merger by and among Applied Science
and Technology, Inc., MKS Instruments, Inc. and Mango
Subsidiary Corp., dated October 2, 2000.
99.1 Joint Press Release, dated October 2, 2000, Announcing the
Merger of the Registrant with and into a subsidiary of MKS
Instruments, Inc.
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 thereunto duly authorized.
APPLIED SCIENCE AND TECHNOLOGY, INC.
By: /s/ Richard S. Post
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Richard S. Post,
Chairman and CEO
Date: October 2, 2000
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EXHIBIT INDEX
Exhibit
Number Description
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2.1 Agreement and Plan of Merger by and among Applied
Science and Technology, Inc., MKS Instruments,
Inc. and Mango Subsidiary Corp., dated October 2,
2000 and filed herewith.
99.1 Joint Press Release, dated October 2, 2000,
Announcing the Merger of the Registrant with and
into a subsidiary of MKS Instruments, Inc. and
filed herewith.
