8-KOther EventsExhibits & Filings

APPLIED MATERIALS INC /DE 8-K Report, Corporate Update (May 14, 2014)

Filed May 14, 2014For Securities:AMAT

Summary

This SEC Form 8-K filing from Applied Materials, Inc. (AMAT) primarily serves to announce important dates and actions related to its proposed business combination with Tokyo Electron Limited. The company has set the record date for its special meeting of stockholders as May 9, 2014, and scheduled the meeting for June 23, 2014. At this meeting, stockholders will vote on the adoption of the Business Combination Agreement. Furthermore, the filing highlights that the Form S-4 registration statement, which includes a prospectus and proxy statement concerning the business combination, was declared effective by the SEC on May 13, 2014. Investors are strongly encouraged to review these documents for comprehensive details on the proposed merger, the new entity (HoldCo), and related implications. The filing also provides details on how to access these and other related SEC filings.

Key Highlights

  • 1Applied Materials (AMAT) has scheduled a special meeting of stockholders for June 23, 2014, to vote on the proposed business combination with Tokyo Electron Limited.
  • 2The record date for determining which stockholders are eligible to vote at the special meeting is May 9, 2014.
  • 3The Form S-4 registration statement, containing a prospectus and proxy statement for the business combination, was declared effective by the SEC on May 13, 2014.
  • 4The filing is an informational announcement and not an offer to sell or solicitation to buy securities.
  • 5Investors are urged to read the definitive prospectus and proxy statement once available for critical information about the transaction.
  • 6Detailed instructions are provided on how to obtain copies of SEC filings and other relevant documents from both Applied Materials and Tokyo Electron.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce the record date and meeting date for Applied Materials' special meeting of stockholders, where they will vote on the proposed business combination with Tokyo Electron Limited. It also confirms that the related Form S-4 registration statement has been declared effective by the SEC.

Stockholders of record as of May 9, 2014, are eligible to vote at the special meeting scheduled for June 23, 2014, at 10:00 a.m. Pacific Time.

More detailed information is available in the Form S-4 registration statement (declared effective on May 13, 2014), which includes a prospectus and proxy statement. Investors can obtain free copies of these documents and other filings from the SEC's website (www.sec.gov) or directly from Applied Materials or Tokyo Electron's investor relations departments.

Only stockholders of Applied Materials common stock who were of record as of the close of business on May 9, 2014, will be entitled to vote at the special meeting.