<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------------------------------------------------
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): November 1, 1999
-----------------------------------------------------------------------
MATTSON TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Commission File Number 0-21970
DELAWARE 77-0208119
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3550 WEST WARREN AVENUE
FREMONT, CALIFORNIA 94538
(Address of principal executive offices) (Zip Code)
(510) 657-5900
(Registrant's telephone number, including area code)
<PAGE>
Item 4...Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On November 1, 1999 the Company dismissed
PricewaterhouseCoopers LLP as its independent
accountants. PricewaterhouseCoopers LLP had served
as the independent auditors of the Company since
prior to fiscal 1997.
(ii) The reports of PricewaterhouseCoopers LLP on the
financial statements of the Company for each of the
past two fiscal years contained no adverse opinion or
disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting
principle.
(iii) The decision to change independent accountants was
approved by the Company's Audit Committee and the
Board of Directors.
(iv) During the Company's two most recent fiscal years and
through the date of this Report, the Company has no
disagreements with PricewaterhouseCoopers LLP on any
matter of accounting principles or practices,
financial statement disclosure, or auditing scope or
procedure, which disagreements if not resolved to the
satisfaction of PricewaterhouseCoopers LLP would have
caused it to make reference thereto in its report on
the financial statements, of the Company for such
periods.
(v) During the Company's two most recent fiscal years and
through the date of this Report, the Company has had
no reportable events (as defined in Item 304(a)(1)(v)
of the Regulation S-K).
(vi) The Company has requested that PricewaterhouseCoopers
LLP furnish it with a letter addressed to the
Commission stating whether or not it agrees with the
above statements. A copy of such letter, dated
November 3, 1999 is filed as Exhibit 16 to this Form
8-K.
(b) New independent accountants
(i) The Company engaged Arthur Andersen LLP as its new
independent accountants as of November 1, 1999.
During the two most recent fiscal years and through
the date of their engagement by the Company, the
Company did not consult with Arthur Andersen LLP
regarding issues of the type described in
Item 304(a)(2) of Regulation S-K.
Item 7. Financial Statements and Exhibits
Exhibit 16: letter from PricewaterhouseCoopers LLP to the Securities
and Exchange Commission.
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.
MATTSON TECHNOLOGY, INC.
/s/ Brian McDonald
---------------------------
Brian McDonald
Vice President of Finance
and Chief Financial Officer
<PAGE>
Exhibit 16
Letter from PricewaterhouseCoopers LLP to the Securities and Exchange Commission
November 3, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Commissioners:
We have read the statements made by Mattson Technology, Inc. (copy attached),
which we understand will be filed with the Commission, pursuant to Item 4 of
Form 8-K, as part of the Company's Form 8-K report dated November 1, 1999. We
agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
PricewaterhouseCoopers LLP