GT Advanced Technologies: Shelf Registration Statement
GT Advanced Technologies (Nasdaq:GTAT) announced that it has filed a universal shelf registration statement on Form S-3 with the Securities and Exchange Commission. The shelf registration statement (i) will register the resale of the 3,355,648 shares recently issued in connection with GT's acquisition of substantially all of the business of Thermal Technology LLC and (ii) is designed to provide GT with flexibility to raise capital and take advantage of business opportunities if and when such opportunities arise, subject to market conditions and GT's capital requirements.
If and when the shelf registration statement is declared effective, it will, in addition to allowing the security holders of Thermal Technology to sell the GT shares they received in the acquisition, permit GT, from time to time, to offer and sell up to $35.4 million (based on the closing price of GT's common stock on June 6, 2013) of common stock, preferred stock, debt securities, units comprised of any such securities, or any combination thereof in one or more future public offerings. The actual amount and type of securities and the terms of those securities will be determined at the time of sale, if such sale occurs. At the present time, the Company has no specific use of proceeds or plans to offer any of the securities covered by the registration statement.
A registration statement relating to the securities listed in the shelf registration statement has been filed with the SEC, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
About GT Advanced Technologies Inc.
GT Advanced Technologies Inc. is a diversified technology company with innovative crystal growth equipment and solutions for the global solar, LED and electronics industries. Our products accelerate the adoption of new advanced materials that improve performance and lower the cost of manufacturing. For additional information about GT Advanced Technologies, please visit www.gtat.com.
Certain of the information in this press release relate to the Company's future expectations, plans and prospects for its business and industry that constitute "forward-looking statements" for the purposes of the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to: statements regarding the sale of securities under the shelf registration statement (including that an offering will provide greater flexibility to raise additional capital and take advantage of business opportunities if and when such opportunities arise). These forward-looking statements are not a guarantee of performance and are subject to a number of uncertainties and other factors, many of which are outside the Company's control, which could cause actual events to differ materially from those expressed or implied by the forward looking statements. Other factors that may cause actual events to differ materially from those expressed or implied by our forward-looking statements include the impact of continued decreased demand and/or excess capacity in the markets for the output of our solar and sapphire equipment, intensifying trade disputes in the solar and other markets, general economic conditions and the tightening credit market having an adverse impact on demand for the Company's products, the possibility that changes in government incentives may reduce demand for solar products, which would, in turn, reduce demand for our equipment, technological changes could render existing products or technologies obsolete, the Company may be unable to protect its intellectual property rights, competition from other manufacturers may increase, exchange rate fluctuations and conditions in the credit markets and economy may reduce demand for the Company's products and various other risks as outlined in GT Advanced Technologies Inc.'s filings with the Securities and Exchange Commission, including the statements under the heading "Risk Factors" in the company's quarterly report on Form 10-Q for the three month period ended March 30, 2013. Statements in this press release should be evaluated in light of these important factors. The statements in this press release represent GT Advanced Technologies Inc.'s expectations and beliefs as of the date of this press release. GT Advanced Technologies Inc. anticipates that subsequent events and developments may cause these expectations and beliefs to change. GT Advanced Technologies Inc. is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.
Source: GT Advanced Technologies