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| CIK | 940332 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ANADIGICS, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| April 1, 2016 |
ANADIGICS AMENDMENT NO. 4 TO SC TO-T Amendment No. 4 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d?100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) ANADIGICS, INC. (Name of Subject Company (Issuer)) REGULUS ACQUISITION SUB, INC. (Offeror) II-VI INCORPORATED (Parent of Offeror) (Names of Filing Persons) COM |
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| March 31, 2016 |
anad201603311512g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 0-25662 ANADIGICS, Inc. (Exact name of registrant as |
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| March 16, 2016 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ANADIGICS, INC. ex3-1.htm Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANADIGICS, INC. FIRST: The name of the corporation is ANADIGICS, Inc. (the ?Corporation?). SECOND: The address of the registered office of the Corporation in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware, 19801, County of New Castle. The name of the registered agent at such addr |
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| March 16, 2016 |
II-VI Incorporated Completes ITS ACQUISITION OF ANADIGICS, Inc. EX-99.1 4 ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 II-VI Incorporated Completes ITS ACQUISITION OF ANADIGICS, Inc. WARREN, N.J., March 16, 2016 – ANADIGICS, Inc. (“ANADIGICS” or the “Company”), a world leader in radio frequency (RF) solutions, today announced the successful completion on March 15, 2016 of the acquisition of ANADIGICS by a wholly-owned subsidiary of II-VI Incorporated (Nasdaq: IIVI). # |
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| March 16, 2016 |
8-K 1 anad201603138k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) March 16, 2016 (March 15, 2016) ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdict |
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| March 16, 2016 |
EX-3.2 3 ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ANADIGICS, INC. Effective as of March 15, 2016 ARTICLE I CORPORATE OFFICES Section 1. Delaware Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2. Other Offices. The corporation may also have offices at such other places, wi |
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| March 15, 2016 |
anad20160315rw.htm ANADIGICS, INC. 141 Mt. Bethel Road Warren, New Jersey 07059 March 15, 2016 BY EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Anadigics, Inc. Registration Statement on Form S-3 Filed August 26, 2015 File No. 333-206590 Application for Withdrawal Ladies and Gentlemen: Pursuant to Rule 477 under the Securities |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 15, 2016 |
anad20160313bs8pos.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT NO. 333- 205145 FORM S-8 REGISTRATION STATEMENT NO. 333-172129 FORM S-8 REGISTRATION STATEMENT NO. 333-157711 FORM S-8 REGISTRATION STATEMENT NO. 333-151293 FORM S-8 REGISTRATION STATEMENT NO. 333-136280 FORM S-8 REGISTRATION STATEMENT NO. |
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| March 14, 2016 |
anad20160313sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 8) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| March 14, 2016 |
Financial Statements and Exhibits, Other Events anad20160313b8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) March 14, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 14, 2016 |
II-VI Incorporated Successfully Completes Tender Offer for Shares of ANADIGICS, Inc. ex99-1.htm EXHIBIT 99.1 II-VI Incorporated Successfully Completes Tender Offer for Shares of ANADIGICS, Inc. WARREN, N.J., March 14, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?), a world leader in radio frequency (RF) solutions, today announced the successful completion of the tender offer by a wholly-owned acquisition subsidiary of II-VI Incorporated (Nasdaq: IIVI) for all |
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| March 14, 2016 |
ANADIGICS FORM 10-K (Annual Report) anad2015123110k.htm Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K /x/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015. Or / /TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 0-25662 ANADIGICS, Inc. (Exact |
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| March 14, 2016 |
II-VI Incorporated Successfully Completes Tender Offer for Shares of ANADIGICS, Inc. (Nasdaq: ANAD) EX-99.(A)(5)(B) 2 d160140dex99a5b.htm EX-(A)(5)(B) Exhibit a(5)(B) II-VI Incorporated Successfully Completes Tender Offer for Shares of ANADIGICS, Inc. (Nasdaq: ANAD) PITTSBURGH, March 14, 2016 /GLOBE NEWSWIRE/ - II-VI Incorporated (Nasdaq:IIVI), a leader in engineered materials and optoelectronic components, announced today the successful completion of the tender offer by its wholly-owned acquisi |
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| March 14, 2016 |
ANADIGICS AMENDMENT NO. 3 TO SC TO-T Amendment No. 3 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d?100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) ANADIGICS, INC. (Name of Subject Company (Issuer)) REGULUS ACQUISITION SUB, INC. (Offeror) II-VI INCORPORATED (Parent of Offeror) (Names of Filing Persons) COM |
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| March 14, 2016 |
EX-21 2 ex21.htm EXHIBIT 21 EXHIBIT 21 Subsidiaries of ANADIGICS, Inc. Name of Subsidiary State of Jurisdiction of Incorporation % Owned ANADIGICS (U.K.) Limited United Kingdom 100 % ANADIGICS Acquisition Corp Delaware 100 % ANADIGICS Holding Corp. Delaware 100 % Broadband & Wireless Investors, Incorporated Delaware 100 % |
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| March 3, 2016 |
ANAD / ANADIGICS, Inc. / MMCAP International Inc. SPC Passive Investment SC 13G 1 mmcapsc13ganadigics.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Amendment No. ) INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 ANADIGICS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 032515108 (CUSIP Number) February 25, 2016 (Date of Event Which Requires Filing of This Statement) Check the |
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| February 29, 2016 |
anad20160228sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 7) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 29, 2016 |
EX-99.(a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of ANADIGICS, INC. at $0.85 NET PER SHARE Pursuant to the Offer to Purchase dated February 2, 2016 by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 11, 2016, UNLESS THE OFFER IS EXTENDED (TH |
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| February 29, 2016 |
EX-99.(a)(1)(G) Exhibit (a)(1)(G) OFFER TO PURCHASE FOR CASH All Outstanding Shares of Common Stock of ANADIGICS, INC. at $0.85 Net Per Share by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 11, 2016, UNLESS THE OFFER IS EXTENDED (THE ?EXPIRATION DATE?). February 29, 2016 To the |
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| February 29, 2016 |
ANADIGICS AMENDMENT NO. 2 TO SC TO-T Amendment No. 2 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d?100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) ANADIGICS, INC. (Name of Subject Company (Issuer)) REGULUS ACQUISITION SUB, INC. (Offeror) II-VI INCORPORATED (Parent of Offeror) (Names of Filing Persons) COM |
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| February 29, 2016 |
Talking Points February 29, 2016 EX-99.(g)(1) Exhibit (g)(1) Talking Points February 29, 2016 ? II-VI has updated its tender offer price to $0.85/share ? II-VI has extended the tender offer to March 11, 2016 ? The Board of Anadigics needed to finish the auction process, which began in November 2015, because of negative effects on Anadigics?s business and financial condition, including its cash flow ? The II-VI offer is the winnin |
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| February 29, 2016 |
EX-99.1 4 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ANADIGICS ANNOUNCES THAT IT HAS ENTERED INTO AN AMENDED MERGER AGREEMENT WITH II-VI INCORPORATED AT A PER-SHARE OFFER PRICE OF $0.85 WARREN, N.J., February 29, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that it received from II-VI Incorporated (“II-VI”) on February 26, 2016 a further revised set of proposed am |
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| February 29, 2016 |
ex10-1.htm EXHIBIT 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 26, 2016 (the “Effective Date”) between II-VI INCORPORATED, a Pennsylvania corporation (“Lender”), and ANADIGICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follow |
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| February 29, 2016 |
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER ex2-3.htm Exhibit 2.3 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT NO. 2 (the ?Amendment?) to the Agreement and Plan of Merger dated as of January 15, 2016, and amended as of February 1, 2016 (as amended, the ?Agreement?) is dated as of February 26, 2016 and is entered into by and among Anadigics, Inc., a Delaware corporation (the ?Company?), II-VI Incorporated, a Pennsylvania co |
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| February 29, 2016 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 8-K 1 anad201602288k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 26, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorpo |
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| February 25, 2016 |
ANADIGICS AMENDMENT NO. 1 TO SC TO-T Amendment No. 1 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d?100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) ANADIGICS, INC. (Name of Subject Company (Issuer)) REGULUS ACQUISITION SUB, INC. (Offeror) II-VI INCORPORATED (Parent of Offeror) (Names of Filing Persons) COM |
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| February 25, 2016 |
anad20160225sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 25, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201602258k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 25, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 25, 2016 |
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT ITS BOARD OF DIRECTORS HAS DETERMINED THAT A COMPETING BIDDER'S PROPOSAL TO ACQUIRE THE COMPANY AT A PER-SHARE PRICE OF $0.85 IS A "SUPERIOR OFFER" WARREN, N.J., February 25, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that, on February 24, 2016, the Company received from the competing |
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| February 24, 2016 |
anad20160224sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 24, 2016 |
Financial Statements and Exhibits, Other Events anad201602248k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 24, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 24, 2016 |
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT ITS BOARD OF DIRECTORS HAS DETERMINED THAT II-VI INCORPORATED'S PROPOSED AMENDMENT TO THE MERGER AGREEMENT, INCREASING ITS PER-SHARE OFFER PRICE TO $0.81, RENDERS PARTY B'S FEBRUARY 20, 2016 ACQUISITION PROPOSAL NO LONGER SUPERIOR WARREN, N.J., February 23, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) t |
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| February 22, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201602228k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 22, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 22, 2016 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT ITS BOARD OF DIRECTORS HAS DECLARED A COMPETING BIDDER'S PROPOSAL TO ACQUIRE THE COMPANY AT A PER-SHARE PRICE OF $0.81 TO BE A "SUPERIOR OFFER" AND CLARIFIES THE PROCEDURE FOR BRINGING THE AUCTION PROCESS TO A CLOSE WARREN, N.J., February 22, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that it received from I |
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| February 22, 2016 |
anad20160222sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 19, 2016 |
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ANADIGICS ANNOUNCES THAT IT HAS RECEIVED FROM II-VI INCORPORATED A PROPOSED AMENDMENT TO THE MERGER AGREEMENT THAT, AMONG OTHER THINGS, INCREASES THE OFFER PRICE TO $0.73 PER SHARE WARREN, N.J., February 19, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that, sometime after 11:00 p.m. on February 18, 2016, II-VI |
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| February 19, 2016 |
Financial Statements and Exhibits, Other Events 8-K 1 anad201602198k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 19, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorpo |
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| February 19, 2016 |
anad20160219sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 17, 2016 |
Financial Statements and Exhibits, Other Events anad201602178k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 17, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 17, 2016 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT ITS BOARD OF DIRECTORS HAS DECLARED A COMPETING BIDDER'S PROPOSAL TO ACQUIRE THE COMPANY AT A PRICE OF $0.78 PER SHARE CONSTITUTES A "SUPERIOR OFFER" WARREN, N.J., February 17, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that, on February 16, 2016, the competing bidder that has been identified in the Company' |
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| February 17, 2016 |
anad20160217sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 3, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201602038k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 1, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 3, 2016 |
anad20160203sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| February 3, 2016 |
ANADIGICS ANNOUNCES THAT IT CONTINUES TO NEGOTIATE WITH A COMPETING BIDDER ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT IT CONTINUES TO NEGOTIATE WITH A COMPETING BIDDER WARREN, N.J., February 2, 2016 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that one of the entities previously designated by the Company's Board of Directors as an Excluded Party under the now-terminated November 11, 2015 agreement and plan of merger between the Co |
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| February 2, 2016 |
EX-99.(a)(1)(F) Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase (as defined below) and the related Letter of Transmittal (as defined below), and any amendments or supplements thereto. Purchaser (as defined below) is not aware of any state where |
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| February 2, 2016 |
CONFIDENTIAL AMENDMENT NO. 1 TO MUTUAL NON-DISCLOSURE AGREEMENT EX-99.(d)(4) Exhibit (d)(4) CONFIDENTIAL AMENDMENT NO. 1 TO MUTUAL NON-DISCLOSURE AGREEMENT This Amendment No. 1 to Mutual Non-Disclosure Agreement (this Amendment), dated as of December 11, 2015 (the Amendment Date), is made between Anadigics, Inc. (Anadigics) and II-VI Incorporated (Counterparty) with reference to the following facts: A. Anadigics and Counterparty entered into a Mutual N |
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| February 2, 2016 |
EX-99.(a)(1)(E) Exhibit (a)(1)(E) OFFER TO PURCHASE FOR CASH All Outstanding Shares of Common Stock of ANADIGICS, INC. at $0.66 Net Per Share by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 1, 2016, UNLESS THE OFFER IS EXTENDED (THE ?EXPIRATION DATE?). February 2, 2016 To Our C |
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| February 2, 2016 |
EX-99.(a)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer to Purchase For Cash All Outstanding Shares of Common Stock of ANADIGICS, INC. at $0.66 Net Per Share by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 1, 2016, UNLESS THE OFFER IS EXTENDED. The Offer (as defined herein) i |
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| February 2, 2016 |
EX-99.(a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of ANADIGICS, INC. at $0.66 NET PER SHARE Pursuant to the Offer to Purchase dated February 2, 2016 by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 1, 2016, UNLESS THE OFFER IS EXTENDED (THE |
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| February 2, 2016 |
SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d?100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ANADIGICS, INC. (Name of Subject Company (Issuer)) REGULUS ACQUISITION SUB, INC. (Offeror) II-VI INCORPORATED (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.01 PAR VALUE (Title of |
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| February 2, 2016 |
EX-99.(a)(1)(D) Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH All Outstanding Shares of Common Stock of ANADIGICS, INC. at $0.66 NET PER SHARE Pursuant to the Offer to Purchase dated February 2, 2016 by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 1, 2016, UNLESS THE OFFER IS EX |
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| February 2, 2016 |
CONFIDENTIAL MUTUAL NON-DISCLOSURE AGREEMENT EX-99.(d)(3) Exhibit (d)(3) CONFIDENTIAL MUTUAL NON-DISCLOSURE AGREEMENT THIS MUTUAL NON-DISCLOSURE AGREEMENT (this Agreement), dated as of November 16, 2015, is between II-VI Incorporated, a Pennsylvania corporation (II-VI), and Anadigics, Inc., a Delaware corporation (Anadigics), and is entered into to ensure the protection and preservation of the confidential and/or proprietary nature of |
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| February 2, 2016 |
EX-99.(a)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of ANADIGICS, INC. at $0.66 NET PER SHARE Pursuant to the Offer to Purchase dated February 2, 2016 by REGULUS ACQUISITION SUB, INC., a wholly-owned subsidiary of II-VI INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON MARCH 1, 2016, UNLESS THE OFFER IS EXTEN |
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| February 2, 2016 |
SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 ANADIGICS, INC. |
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| February 2, 2016 |
ANADIGICS, Inc. / 141 Mt. Bethel Rd. / Warren, New Jersey 07059 / USA / 908-668-5000 EX-99.(a)(2)(A) Exhibit (a)(2)(A) February 2, 2016 Dear Stockholder: On behalf of the Board of Directors of ANADIGICS, Inc. (?ANADIGICS?), I am pleased to inform you that on January 15, 2016, ANADIGICS agreed to be acquired by II-VI Incorporated, pursuant to the terms of an Agreement and Plan of Merger by and among ANADIGICS, II-VI Incorporated (?II-VI?) and Regulus Acquisition Sub, Inc. (?Regulus |
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| February 1, 2016 |
anad20160201sc14d9c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 032515108 (CUSIP Number |
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| February 1, 2016 |
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER ex2-2.htm EXHIBIT 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT (the ?Amendment?) to the Agreement and Plan of Merger dated as of January 15, 2016 (?Agreement?) is dated as of February 1, 2016 and is entered into by and among Anadigics, Inc., a Delaware corporation (the ?Company?), II-VI Incorporated, a Pennsylvania corporation (?Parent?), and Regulus Acquisition Sub, Inc., a |
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| February 1, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits anad201602018k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 1, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 25, 2016 |
anad20160125sc14d9c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 032515108 (CUSIP Number |
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| January 25, 2016 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT A COMPETING BIDDER HAS MADE AN UNSOLICITED FURTHER AMENDED OFFER TO ACQUIRE THE COMPANY AT A PRICE OF $0.76 PER SHARE WARREN, N.J., January 25, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that on January 21, 2016 one of the entities previously designated by the Company's Board of Directors as an Excluded Part |
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| January 25, 2016 |
Financial Statements and Exhibits, Other Events anad201601258k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 21, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 19, 2016 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT IT HAS ENTERED INTO A MERGER AGREEMENT WITH II-VI INCORPORATED AT AN OFFER PRICE OF $0.66 PER SHARE WARREN, N.J., January 19, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that, on January 15, 2016, it entered into a definitive agreement and plan of merger pursuant to which II-VI Incorporated ("II-VI") has offe |
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| January 19, 2016 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 19, 2016 (January 15, 2016) II-VI Incorporated (Exact Name of Registrant as Specified in Its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 0-16195 25-1214948 (Commission File Number) (IRS Employer Identification No. |
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| January 19, 2016 |
anad20160119sc14d9c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 032515108 (CUSIP Number |
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| January 19, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201601158k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 15, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 19, 2016 |
EX-99.1 Exhibit 99.1 II-VI Incorporated to Acquire EpiWorks, Inc. and ANADIGICS, Inc. for a Combined $110M, Expands Technology Platforms and Production Capacity to Address Fast Growing Markets for Semiconductor Lasers ? Acquisition of Epiworks is valued at approximately $43.0M in cash due at closing with a $6M earn out ? Acquisition of ANADIGICS valued at approximately $61.0M in cash due at closin |
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| January 19, 2016 |
anad20160119sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 10) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securi |
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| January 19, 2016 |
ex2-1.htm Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among ANADIGICS, INC., II-VI INCORPORATED and Regulus Acquisition Sub, Inc. dated as of JANUARY 15, 2016 Table of Contents Page Article 1 The Offer 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 4 Section 1.3 Directors 5 Article 2 The Merger 6 Section 2.1 Merger of Purchaser Into the Company 6 Section 2.2 Effect of the Merger 6 Secti |
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| January 12, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| January 12, 2016 |
Financial Statements and Exhibits, Other Events anad201601128ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) January 7, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incor |
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| January 12, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201601128k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 7, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commissi |
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| January 12, 2016 |
ex99-1.htm Exhibit 99.1 ANADIGICS ANNOUNCES THAT A BIDDER HAS MADE A SUPERIOR OFFER TO ACQUIRE THE COMPANY AT $0.66 PER SHARE WARREN, N.J., January 12, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that affiliates of GaAs Labs, LLC ("GaAs Labs") delivered to the Company, on January 7, 2016, two proposed further amendments to the previously announced November |
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| January 12, 2016 |
ex99-1.htm Exhibit 99.1 CORRECTING and REPLACING: ANADIGICS ANNOUNCES THAT A BIDDER HAS MADE A SUPERIOR OFFER TO ACQUIRE THE COMPANY AT $0.66 PER SHARE Warren, N.J., January 12, 2016 - In the news release, ANADIGICS ANNOUNCES THAT A BIDDER HAS MADE A SUPERIOR OFFER TO ACQUIRE THE COMPANY AT $0.66 PER SHARE by ANADIGICS, Inc. (Nasdaq: ANAD) over GlobalNewswire, we are advised by the Company that it |
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| January 6, 2016 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201601068k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) January 4, 2016 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commissi |
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| January 6, 2016 |
anad20160106sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 8) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| January 6, 2016 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT A COMPETING BIDDER HAS MADE A SUPERIOR OFFER TO ACQUIRE THE COMPANY AT $0.62 PER SHARE, SURPASSING GaAs LABS'S AMENDED OFFER AT $0.58 PER SHARE WARREN, N.J., January 6, 2016 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that on January 4, 2016 affiliates of GaAs Labs, LLC ("GaAs Labs") delivered to the Company a pro |
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| December 31, 2015 |
Financial Statements and Exhibits, Other Events anad201512318k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 30, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 31, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| December 31, 2015 |
ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT A COMPETING BIDDER HAS MADE A FURTHER AMENDED OFFER TO ACQUIRE THE COMPANY AT A PER-SHARE PRICE OF $0.68 WARREN, N.J., December 31, 2015 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that one of the entities designated by the Company's Board of Directors as an "Excluded Party," as that term is defined in the previou |
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| December 30, 2015 |
anad20151230_sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securi |
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| December 30, 2015 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 28, 2015 ANADIGICS, Inc. |
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| December 30, 2015 |
ANADIGICS ANNOUNCES THAT GaAs LABS HAS MATCHED THE $0.54 PER-SHARE OFFER PRICE OF A COMPETING BIDDER ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT GaAs LABS HAS MATCHED THE $0.54 PER-SHARE OFFER PRICE OF A COMPETING BIDDER WARREN, N.J., December 29, 2015 — ANADIGICS, Inc. (Nasdaq: ANAD) (“ANADIGICS” or the “Company”) today announced that affiliates of GaAs Labs, LLC ("GaAs Labs") delivered to the Company a proposed further amendment to the previously announced November 11, 2015 agreement and p |
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| December 30, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad20151230b8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 29, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commi |
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| December 30, 2015 |
ex99-1.htm Exhibit 99.1 ANADIGICS ANNOUNCES THAT A COMPETING BIDDER HAS MADE A SUPERIOR OFFER TO ACQUIRE THE COMPANY AT $0.58 PER SHARE WARREN, N.J., December 30, 2015 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that a competing bidder's offer that the Company disclosed on December 23, 2015 had been determined by the Company?s Board of Directors to be a "Superio |
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| December 24, 2015 |
anad20151224sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| December 24, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201512248k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 23, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 24, 2015 |
ANADIGICS ANNOUNCES THAT IT HAS RECEIVED A REVISED OFFER FROM AN EXCLUDED PARTY ex99-1.htm EXHIBIT 99.1 ANADIGICS ANNOUNCES THAT IT HAS RECEIVED A REVISED OFFER FROM AN EXCLUDED PARTY WARREN, N.J., December 24, 2015 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that it has received a revised offer from an Excluded Party to acquire the Company. The Company?s Board of Directors will evaluate this revised offer, which provides that it is to expi |
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| December 23, 2015 |
Financial Statements and Exhibits, Other Events anad201512238k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 22, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 23, 2015 |
anad20151223sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| December 23, 2015 |
ex99-1.htm Exhibit 99.1 ANADIGICS BOARD OF DIRECTORS ANNOUNCES A ?SUPERIOR OFFER? OF $0.54 PER SHARE AFTER GaAs LABS MATCHES THE $0.48 PER-SHARE OFFER PRICE OF THE COMPETING BIDDER WARREN, N.J., December 23, 2015 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced that affiliates of GaAs Labs, LLC ("GaAs Labs") delivered to the Company a proposed amendment (the ?Propose |
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| December 18, 2015 |
anad201512178k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 16, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 18, 2015 |
anad20151217sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| December 16, 2015 |
anad20151215sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| December 16, 2015 |
ex99-1.htm Exhibit 99.1 ANADIGICS BOARD OF DIRECTORS DETERMINES THAT A NEW OFFER OF $0.48 PER SHARE IS SUPERIOR TO THE GaAs LABS TRANSACTION WARREN, N.J., December 16, 2015 ? ANADIGICS, Inc. (Nasdaq: ANAD) today announced that, on December 15, 2015, its Board of Directors, after consultation with its financial and legal advisors, has unanimously determined that an offer from a third party to acqui |
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| December 16, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201512158k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 15, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 7, 2015 |
ANADIGICS ANNOUNCES END OF “GO SHOP” PERIOD AND THE RECEIPT OF ACQUISTION PROPOSALS ex99-1.htm Exhibit 99.1 ANADIGICS ANNOUNCES END OF ?GO SHOP? PERIOD AND THE RECEIPT OF ACQUISTION PROPOSALS WARREN, N.J., December 7, 2015 ? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?) today announced the expiration of the previously-announced "Go-Shop Period" and the receipt of Acquisition Proposals (as defined in the GaAs Labs Merger Agreement referenced below) for the Company. |
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| December 7, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201512078k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 7, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| December 7, 2015 |
anad20151207sc14d9a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securit |
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| November 24, 2015 |
SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 ANADIGICS, INC. |
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| November 24, 2015 |
ANADIGICS, Inc. / 141 Mt. Bethel Rd. / Warren, New Jersey 07059 / USA / 908-668-5000 EX-99.A.2.A 2 d63986dex99a2a.htm EX-99.(A)(2)(A) Exhibit (a)(2)(A) November 24, 2015 Dear Stockholder: On behalf of the board of directors of ANADIGICS, Inc., I am pleased to inform you that on November 11, 2015, ANADIGICS agreed to be acquired by GaAs Labs, LLC (through its subsidiaries Aloha Holding Company, Inc. and Aloha Acquisition Sub, Inc.), pursuant to the terms of an Agreement and Plan of |
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| November 16, 2015 |
anad20151116sc14d9.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 032515108 (CUSIP Number |
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| November 12, 2015 |
ex2-1.htm Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among ANADIGICS, INC., Aloha Holding Company, Inc. and Aloha acquisition sub, Inc. dated as of NOVEMBER 11, 2015 Table of Contents Page ARTICLE 1 THE OFFER 2 Section 1.1 The Offer. 2 Section 1.2 Company Actions 4 Section 1.3 Directors 5 ARTICLE 2 THE MERGER 3 Section 2.1 Merger of Purchaser Into the Company 6 Section 2.2 Effect of the Merge |
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| November 12, 2015 |
ex99-1.htm Exhibit 99.1 ANADIGICS ANNOUNCES DEFINITIVE AGREEMENT AND PLAN OF MERGER WITH AFFILIATES OF GAAS LABS, LLC AND THIRD QUARTER RESULTS Cash Tender Offer in Amount of $0.35 per Share or Approximately $32 Million Quarterly Net Sales of $12.1 Million Non-GAAP Gross Margin of 14.3% Quarterly GAAP EPS ($0.07); Non-GAAP EPS ($0.06) WARREN, N.J., November 12, 2015? ANADIGICS, Inc. (Nasdaq: ANAD) |
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| November 12, 2015 |
AMENDMENT TO EMPLOYMENT AGREEMENT ex10-2.htm Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT AMENDMENT dated as of November 9, 2015 (the ?Amendment?) to that certain employment agreement (the ?Agreement?) dated and effective as of October 1, 2013 by and between ANADIGICS, Inc., a Delaware corporation (the ?Corporation?), and RONALD MICHELS (the ?Executive?). WHEREAS, the Corporation and the Executive are the parties to the Agreemen |
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| November 12, 2015 |
ex99-1.htm Exhibit 99.1 ANADIGICS ANNOUNCES DEFINITIVE AGREEMENT AND PLAN OF MERGER WITH AFFILIATES OF GAAS LABS, LLC AND THIRD QUARTER RESULTS Cash Tender Offer in Amount of $0.35 per Share or Approximately $32 Million Quarterly Net Sales of $12.1 Million Non-GAAP Gross Margin of 14.3% Quarterly GAAP EPS ($0.07); Non-GAAP EPS ($0.06) WARREN, N.J., November 12, 2015— ANADIGICS, Inc. (Nasdaq: ANAD) |
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| November 12, 2015 |
anad20151112sc14d9.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ANADIGICS, Inc. (Name of Subject Company) ANADIGICS, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 032515108 (CUSIP Number |
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| November 12, 2015 |
anad201511118k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) November 9, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 12, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201511118k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) November 9, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 12, 2015 |
ex2-1.htm Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among ANADIGICS, INC., Aloha Holding Company, Inc. and Aloha acquisition sub, Inc. dated as of NOVEMBER 11, 2015 Table of Contents Page ARTICLE 1 THE OFFER 2 Section 1.1 The Offer. 2 Section 1.2 Company Actions 4 Section 1.3 Directors 5 ARTICLE 2 THE MERGER 3 Section 2.1 Merger of Purchaser Into the Company 6 Section 2.2 Effect of the Merge |
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| November 12, 2015 |
AMENDMENT TO EMPLOYMENT AGREEMENT ex10-2.htm Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT AMENDMENT dated as of November 9, 2015 (the ?Amendment?) to that certain employment agreement (the ?Agreement?) dated and effective as of October 1, 2013 by and between ANADIGICS, Inc., a Delaware corporation (the ?Corporation?), and RONALD MICHELS (the ?Executive?). WHEREAS, the Corporation and the Executive are the parties to the Agreemen |
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| September 22, 2015 |
anad20150922corresp.htm ANADIGICS, INC. September 22, 2015 VIA EDGAR SUBMISSION Securities and Exchange Commission Department of Corporation Finance Washington D.C. 20549 Attention: Ms. Amanda Ravitz Re: ANADIGICS, Inc. Registration Statement on Form S-3 File No. 333-206590 Ladies and Gentlemen: ANADIGICS, Inc. (the ?Company?) hereby requests that the effective date for the Registration Statement |
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| September 18, 2015 |
ex12-1.htm RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges ANADIGICS, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES FOR THE SIX MONTHS ENDED JULY 4, 2015 AND JUNE 28, 2014 AND THE YEARS ENDED DECEMBER 31, 2014, 2013, 2012, 2011 AND 2010 (in thousands, except ratios) Year ended December 31, Six months ended 2014 2013 2012 2011 |
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| September 18, 2015 |
anad20150918s3a.htm As filed with the Securities and Exchange Commission on September 18, 2015 Registration No. 333-206590 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Delaware (State or other jurisdiction of incorporation or organization) ANADIGICS, Inc. (Exact name of regi |
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| September 11, 2015 |
anad20150911corresp.htm ANADIGICS, INC. September 11, 2015 VIA EDGAR SUBMISSION Securities and Exchange Commission Department of Corporation Finance Washington D.C. 20549 Attention: Ms. Amanda Ravitz Re: ANADIGICS, Inc. Registration Statement on Form S-3 File No. 333-206590 Ladies and Gentlemen: ANADIGICS, Inc. (the ?Company?), by letter dated September 10, 2015 requested that the effective date f |
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| September 10, 2015 |
anad20150910corresp.htm ANADIGICS, INC. September 10, 2015 VIA EDGAR SUBMISSION Securities and Exchange Commission Department of Corporation Finance Washington D.C. 20549 Attention: Ms. Amanda Ravitz Re: ANADIGICS, Inc. Registration Statement on Form S-3 File No. 333-206590 Ladies and Gentlemen: ANADIGICS, Inc. (the ?Company?) hereby requests that the effective date for the Registration Statement |
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| August 26, 2015 |
anad2014123110k.htm Exhibit 99.1 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. Report of Independent Registered Public Accounting Firm The Board of Directors and Stockholders ANADIGICS, Inc. We have audited the accompanying consolidated balance sheets of ANADIGICS, Inc. as of December 31, 2014 and 2013, and the related consolidated statements of operations, comprehensive loss, stockholders' |
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| August 26, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201508258k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 26, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 26, 2015 |
Statement of Computation of Ratio of Earnings to Fixed Charges ex12-1.htm RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges ANADIGICS, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES FOR THE SIX MONTHS ENDED JULY 4, 2015 AND JUNE 28, 2014 AND THE YEARS ENDED DECEMBER 31, 2014, 2013, 2012, 2011 AND 2010 (in thousands, except ratios) Year ended December 31, Six months ended 2014 2013 2012 2011 |
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| August 26, 2015 |
ANADIGICS FORM 8-K (Current Report/Significant Event) anad201508268k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 26, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 26, 2015 |
ANADIGICS, INC. Common Stock (par value $0.01 per share) At-the-Market Issuance Sales Agreement ex1-1.htm Exhibit 1.1 ANADIGICS, INC. Common Stock (par value $0.01 per share) At-the-Market Issuance Sales Agreement August 26, 2015 MLV & Co. LLC 1301 Avenue of the Americas 43rd Floor New York, New York 10019 Ladies and Gentlemen: ANADIGICS, Inc., a Delaware corporation (the ?Company?), confirms its agreement (this ?Agreement?), with MLV & Co. LLC (?MLV?), as follows: 1. Issuance and Sale of Sh |
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| August 26, 2015 |
S-3 1 anad20150826s3.htm FORM S-3 As filed with the Securities and Exchange Commission on August 26, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Delaware (State or other jurisdiction of incorporation or organization) ANADIGICS, Inc. (Exact name of registrant as specified in its c |
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| August 6, 2015 |
pressrelease.htm EX-99.1 2 q215pressrelease.htm ANADIGICS Q215 EARNINGS PRESS RELEASE Exhibit 99.1 ANADIGICS ANNOUNCES SECOND QUARTER RESULTS Quarterly Net Sales of $15.8 Million Non-GAAP Gross Margin of 20.5% Quarterly GAAP EPS ($0.07); Non-GAAP EPS ($0.05) WARREN, N.J., August 6, 2015? ANADIGICS, Inc. (Nasdaq: ANAD) (?ANADIGICS? or the ?Company?), a world leader in radio frequency solutions, rep |
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| August 6, 2015 |
ANADIGICS ANADIGICS Q215 EARNINGS (Current Report/Significant Event) quarterlyearnings.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2015 Commission File Number: 0-25662 ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 22-2582106 (State or other jurisdict |
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| June 22, 2015 |
ANADIGICS S-8 NEW SHARES RESERVES s-8.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 22-2582106 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification Number) 141 Mt. Bethel Road, Warren, NJ 07059 07059 (Address of principa |
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| June 22, 2015 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES 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): June 18, 2015 ———————————— ANADIGICS, INC. (Exact name of registrant as specified in its charter) ———————————— Delaware 0-25662 22-2582106 (State or Other Jurisdiction of |
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| June 3, 2015 |
FIRST LOAN MODIFICATION AGREEMENT svbmodification.htm FIRST LOAN MODIFICATION AGREEMENT This First Loan Modification Agreement (this ?Loan Modification Agreement?) is entered into as of June 2, 2015, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, |
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| June 3, 2015 |
ANADIGICS SILICON VALLEY BANKING AGREEMENT (Current Report/Significant Event) svb8kagreement.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 2, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 29, 2015 |
ANADIGICS, Inc. Conflict Minerals Report For the Year Ended December 31, 2014 exhibit101.htm Exhibit 1.01 ANADIGICS, Inc. Conflict Minerals Report For the Year Ended December 31, 2014 Introduction This report for the year ended December 31, 2014 is presented to comply with Rule 13p-1 (the Rule) under the Securities Exchange Act of 1934. The Rule was adopted by the Securities and Exchange Commission to implement reporting and disclosure requirements related to conflict miner |
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| May 29, 2015 |
ANADIGICS ANADIGICS, INC. SD 12-31-2014 sdfiling2015.htm United States Securities and Exchange Commission Washington, D.C. 20549 Form SD Specialized Disclosure Report ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 0-25662 22-2582106 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification Number) 141 Mount Bethel Road Warren, New Jersey 07059 |
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| May 18, 2015 |
ANADIGICS 2015 ANNUAL MEETING RESULTS (Current Report/Significant Event) annualmeetingresults2015.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 12, 2015 Commission File Number: 0-25662 ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 22-2582106 (State or other juri |
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| May 5, 2015 |
EX-99.1 2 q115pressrelease.htm ANADIGICS Q115 EARNINGS PRESS RELEASE Exhibit 99.1 ANADIGICS ANNOUNCES FIRST QUARTER RESULTS Quarterly Net Sales of $18.4 Million; a sequential decrease of 11.7% Infrastructure revenues grow 23.3% sequentially to $12.0 Million Non-GAAP Gross Margin Increases Sequentially by 455 Basis Points Quarterly GAAP EPS ($0.06); Non-GAAP EPS ($0.04) WARREN, N.J., May 5, 2015— A |
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| May 5, 2015 |
ANADIGICS ANADIGICS Q115 EARNINGS (Current Report/Significant Event) q115earnings.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 5, 2015 Commission File Number: 0-25662 ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 22-2582106 (State or other jurisdiction of i |
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| April 24, 2015 |
ANADIGICS UPDATED SHARE ISSUANCE (Current Report/Significant Event) proxyshareupdate.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) April 24, 2015 ANADIGICS, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-25662 22-2582106 (State or Other Jurisdiction of Incorporation) (Commiss |
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| March 27, 2015 |
DEF 14A 1 anad20150327def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Prelimin |
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| February 17, 2015 |
Exhibit 99.1 ANADIGICS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2014 RESULTS Quarterly Net Sales of $20.9 Million; a sequential increase of 10.6% Quarterly GAAP EPS ($0.06); Non-GAAP EPS ($0.05) Full Year Net Sales $86.3 Million Full year GAAP EPS ($0.45); Non-GAAP EPS ($0.32) WARREN, N.J., February 17, 2015— ANADIGICS, Inc. (Nasdaq: ANAD) (the “Company”), a world leader in radio frequency solutions |
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| February 17, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 17, 2015 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| February 10, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 10, 2015 ANADIGICS, Inc. |
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| February 10, 2015 |
EX-99.1 2 exhibit991.htm PRESS RELEASE DATED 02/10/2015 Exhibit 99.1 ANADIGICS’ Board of Directors Elects Richard B. Kelson as a Member Kelson Appointed as Member of Both the Audit Committee and Compensation and HR Committee; Harry Rein Elected as Chairman of the Audit Committee WARREN, N.J., February 10, 2015 – ANADIGICS, Inc. (Nasdaq: ANAD) (the “Company”), a world leader in radio frequency (RF) |
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| February 9, 2015 |
ANADIGICS to Maintain its Listing on the NASDAQ Global Select Market Exhibit 99.1 ANADIGICS to Maintain its Listing on the NASDAQ Global Select Market WARREN, N.J., Feb. 9, 2015 – ANADIGICS, Inc. (Nasdaq: ANAD) (the “Company”), a world leader in radio frequency (RF) solutions, today announced that it received a letter from The NASDAQ Stock Market ("NASDAQ") on February 9, 2015 that included a NASDAQ compliance determination that the Company has regained compliance |
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| February 9, 2015 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 9, 2015 ANADIGICS, Inc. |
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| January 14, 2015 |
Exhibit 99.1 ANADIGICS to Update Fourth Quarter 2014 Guidance and Present at the 17th Annual Needham Growth Conference WARREN, NJ, January 14, 2015 - ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of radio frequency semiconductor solutions in the growing broadband wireless and wireline communications markets, announced that Company CEO, Ron Michels and Vice President and CFO, Terry Gallagher w |
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| January 14, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 14, 2015 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| October 27, 2014 |
ANADIGICS ANNOUNCES THIRD QUARTER 2014 RESULTS Exhibit 99.1 ANADIGICS ANNOUNCES THIRD QUARTER 2014 RESULTS Net Sales of $18.9 Million, in line with consensus Sequential GAAP EPS Improved by $0.10 to ($0.08) Sequential Non-GAAP EPS Improved by $0.02 to ($0.07) Net Cash of $9.5M compares with Q2’s $9.7M WARREN, N.J., October 27, 2014 — ANADIGICS, Inc. (Nasdaq: ANAD), a world leader in radio frequency (RF) solutions, reported third quarter 2014 n |
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| October 27, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| October 27, 2014 |
EX-10.1 2 exhibit101siliconvalleybank.htm SILICON VALLEY BANK AGREEMENT Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 24, 2014 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ANADIGICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and B |
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| August 15, 2014 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES 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): August 11, 2014 ———————————— ANADIGICS, INC. (Exact name of registrant as specified in its charter) ———————————— Delaware 0-25662 22-2582106 (State or Other Jurisdiction |
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| August 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| August 6, 2014 |
Exhibit 99.1 ANADIGICS ANNOUNCES SECOND QUARTER 2014 RESULTS Net Sales of $23.3 Million GAAP EPS ($0.18); Non-GAAP EPS ($0.09) 10% sequential growth in Infrastructure revenue WARREN, N.J., August 6, 2014 — ANADIGICS, Inc. (Nasdaq: ANAD), a world leader in radio frequency (RF) solutions, reported second quarter 2014 net sales of $23.3 million, slightly above revised guidance. Revenue was flat seque |
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| June 30, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 26, 2014 ANADIGICS, Inc. |
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| June 26, 2014 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 26, 2014 ANADIGICS, Inc. |
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| June 26, 2014 |
ANADIGICS Announces Strategic Restructuring and Updated Q2 2014 Guidance Exhibit 99.1 ANADIGICS Announces Strategic Restructuring and Updated Q2 2014 Guidance · Strategic restructuring expected to lower manufacturing and operating cash costs by approximately $15 million annually · Company-wide resources aligned to leverage growth opportunities in the rapidly expanding infrastructure market and enhance service to strategic mobile-product customers · 2Q14 revenue guidanc |
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| June 2, 2014 |
- ANADIGICS, INC. SD 12-31-2013 United States Securities and Exchange Commission Washington, D.C. 20549 Form SD Specialized Disclosure Report ANADIGICS, Inc. (Exact name of registrant as specified in its charter) Delaware 0-25662 22-2582106 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification Number) 141 Mount Bethel Road, Warren, New Jersey 07059 (Address of pri |
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| June 2, 2014 |
Exhibit 1.02 ANADIGICS, Inc. Conflict Minerals Report For the Year Ended December 31, 2013 Introduction This report for the year ended December 31, 2013 is presented to comply with Rule 13p-1 (the Rule) under the Securities Exchange Act of 1934. The Rule was adopted by the Securities and Exchange Commission to implement reporting and disclosure requirements related to conflict minerals as directed |
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| May 2, 2014 |
AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF ACCOUNT Exhibit 10.12 AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF ACCOUNT THIS AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF ACCOUNT (this “Agreement”) entered into as of this 30th day of April, 2014 by and between ANADIGICS, INC., a Delaware corporation, with an address at 141 Mt. Bethel Road, Warren, New Jersey 07059 (the “Assignor”), and PNC BANK, NATIONAL ASSOCIATION, located at PNC Bank Center, Two |
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| May 2, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 2, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| May 2, 2014 |
SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT Exhibit 10.11 SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Agreement”) is entered into as of April 30, 2014 by and among ANADIGICS, INC., a corporation organized under the laws of the State of Delaware (the “Borrower”), the financial institutions which are now or which hereafter become a party hereto (collective |
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| April 30, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 30, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| April 30, 2014 |
EX-99.1 2 exhibit991.htm Q114 EARNINGS PRESS RELEASE Exhibit 99.1 ANADIGICS ANNOUNCES FIRST QUARTER 2014 RESULTS Net Sales of $23.3 Million GAAP EPS ($0.14); Non-GAAP EPS ($0.11) WARREN, N.J., April 30, 2014—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported first quarter 2014 net sales of $23.3 mill |
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| April 25, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) April 24, 2014 ANADIGICS, Inc. |
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| April 25, 2014 |
AMENDMENT NO. 3 TO THE RIGHTS AGREEMENT OF ANADIGICS, INC. Exhibit 4.1 AMENDMENT NO. 3 TO THE RIGHTS AGREEMENT OF ANADIGICS, INC. This Amendment No. 3 (the “Amendment”) to the Rights Agreement dated as of December 17, 1998 as amended by Amendment No. 1 dated as of November 30, 2000 and Amendment No. 2 dated as of October 2, 2008 (the “Rights Agreement”) between ANADIGICS, INC., a Delaware corporation (the “Company”), and Computershare, Inc. (as successor |
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| March 21, 2014 |
- ANADIGICS INC DEF 14A 5-6-2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a−6(e)(2)) x Definitive Proxy State |
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| March 4, 2014 |
ANADIGICS ANADIGICS, INC 10-K 12-31-2013 (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013. Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 0-25662 ANADIGICS, Inc. (Exact name of registrant as specified in its c |
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| February 20, 2014 |
Exhibit 99.1 ANADIGICS ANNOUNCES FOURTH QUARTER AND YEAR END RESULTS Full Year Net Sales $134.2 Million; a Year-Over-Year increase of 19.2% Full year GAAP EPS ($0.67); Non-GAAP EPS ($0.55) Quarterly Net Sales of $36.3 Million; a sequential decrease of 2% Quarterly GAAP EPS ($0.12); Non-GAAP EPS ($0.10) WARREN, N.J., February 20, 2014—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconduc |
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| February 20, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 20, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| January 22, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 21, 2014 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| January 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 31, 2013 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| January 6, 2014 |
FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Agreement”) is entered into as of December 31, 2013 by and among ANADIGICS, INC., a corporation organized under the laws of the State of Delaware (the “Borrower”), the financial institutions which are now or which hereafter become a party hereto (collective |
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| November 4, 2013 |
ANADIGICS ANNOUNCES THIRD QUARTER 2013 RESULTS Exhibit 99.1 ANADIGICS ANNOUNCES THIRD QUARTER 2013 RESULTS Net Sales of $37.0 Million, a sequential increase of 7.1% GAAP EPS ($0.13); Non-GAAP EPS ($0.11) WARREN, N.J., November 4, 2013—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported third quarter 2013 net sales of $37.0 million, an increase of |
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| November 4, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - Q313 EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 4, 2013 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| September 30, 2013 |
EXHIBIT 10.1 September 30, 2013 Mr. Ron Michels Subject: Employment Agreement Dear Ron, This agreement (the “Agreement”) is made and entered into effective as of October 1, 2013 by and between ANADIGICS, Inc., a Delaware Corporation (the “Corporation”), and Ron Michels (the “Executive”), and replaces in all respects the employment agreement between the Corporation and the Executive, dated as of Ma |
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| September 30, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 30, 2013 ANADIGICS, INC. |
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| July 30, 2013 |
Exhibit 99.1 ANADIGICS ANNOUNCES SECOND QUARTER 2013 RESULTS Net Sales of $34.6 Million, a sequential increase of 31.0% GAAP EPS ($0.17); Non-GAAP EPS ($0.14) WARREN, N.J., July 30, 2013—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported second quarter 2013 net sales of $34.6 million, an increase of |
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| July 30, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - Q213 EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 30, 2013 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| June 12, 2013 |
Exhibit 10.2 April 3, 2012 Jerry Miller 4322 Kathi Drive Bethlehem, PA 18017 Subject: Employment Agreement Dear Jerry, This agreement (the “Agreement”) is made and entered into effective as of the date hereof, by and between ANADIGICS, Inc., a Delaware corporation (the “Corporation”) and Jerry Miller, an executive employee of the Corporation. In order for the Corporation to attract and retain as e |
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| June 12, 2013 |
EX-99.1 5 exhibit99-1.htm PRESS RELEASE DATED JUNE 12, 2013 Exhibit 99.1 ANADIGICS Promotes Dave Cresci to President and John van Saders to Executive Vice President and Chief Operations Officer WARREN, N.J., June 12, 2013 – ANADIGICS, Inc. (Nasdaq: ANAD), a world leader in radio frequency (RF) solutions, today announced executive management changes that will enhance execution of a coordinated grow |
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| June 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 12, 2013 ANADIGICS, Inc. |
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| June 12, 2013 |
Exhibit 10.1 Dave Cresci 5320 Greenbriar Drive Bethlehem, PA 18017 Subject: Employment Agreement Dear Dave, This agreement (the “Agreement”) is made and entered into effective as of the date hereof, by and between ANADIGICS, Inc., a Delaware corporation (the “Corporation”) and Dave Cresci, an executive employee of the Corporation. In order for the Corporation to attract and retain as executives an |
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| June 12, 2013 |
- AMENDED AND RESTATED BY LAWS - JUNE 12, 2013 Exhibit 3.1 AMENDED AND RESTATED BY-LAWS ANADIGICS, INC. ARTICLE I. OFFICES SECTION 1. The registered office of ANADIGICS, Inc., a Delaware corporation (the “Corporation”), shall be located in Wilmington, Delaware. SECTION 2. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directors may from time to time determine or as the b |
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| May 9, 2013 |
ANADIGICS, INC. AMENDED AND RESTATED (as of 3/20/2013) 2005 LONG TERM INCENTIVE AND SHARE AWARD PLAN Exhibit 10.12 ANADIGICS, INC. AMENDED AND RESTATED (as of 3/20/2013) 2005 LONG TERM INCENTIVE AND SHARE AWARD PLAN 1. Purposes. The purposes of the 2005 Long Term Incentive and Share Award Plan are to advance the interests of ANADIGICS, Inc. and its shareholders by providing a means to attract, retain, and motivate employees, consultants and directors of the Company, its subsidiaries and affiliate |
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| May 9, 2013 |
8K ANNUAL MEETING RESULTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 7, 2013 Commission File Number: ANADIGICS, Inc. |
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| April 29, 2013 |
Exhibit 99.1 ANADIGICS ANNOUNCES FIRST QUARTER 2013 RESULTS Net Sales of $26.4 Million GAAP EPS ($0.26); Non-GAAP EPS ($0.20) WARREN, N.J., April 29, 2013—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported first quarter 2013 net sales of $26.4 million, a decrease of 13.4% sequentially and 7.2% from t |
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| April 29, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 29, 2013 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| April 22, 2013 |
Other Events - ROSENZWEIG RESIGNATION FROM AUDIT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) April 19, 2013 ANADIGICS, INC. |
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| March 27, 2013 |
- ANADIGICS INC DEF 14A 5-7-2013 DEF 14A 1 formdef14a.htm ANADIGICS INC DEF 14A 5-7-2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as |
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| March 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) March 22, 2013 ANADIGICS, INC. |
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| March 22, 2013 |
ANADIGICS, Inc. Announces the Appointment of Ron Michels as Chairman Exhibit 99.1 ANADIGICS, Inc. Announces the Appointment of Ron Michels as Chairman WARREN, NJ, March 22, 2013 - ANADIGICS, Inc. (Nasdaq: ANAD), announced President and Chief Executive Officer, Ron Michels has been appointed Chairman of the Board of Directors effective March 20, 2013. In conjunction with this appointment, the Company also announced the appointment of Lew Solomon as Lead Independent |
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| March 14, 2013 |
ANADIGICS Prices Underwritten Public Offering of Common Stock Exhibit 99.2 ANADIGICS Prices Underwritten Public Offering of Common Stock WARREN, NJ.—March 14, 2013 (PRNewswire)—ANADIGICS, Inc. (NASDAQ: ANAD)(the “Company”) today announced the pricing of an underwritten public offering of 10,000,000 shares of its common stock at a price to the public of $2.00 per share. The Company has also granted to the underwriters a 30-day option to purchase (the “Option” |
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| March 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) March 14, 2013 ANADIGICS, Inc. |
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| March 14, 2013 |
ANADIGICS Announces Proposed Public Offering of Common Stock Exhibit 99.1 ANADIGICS Announces Proposed Public Offering of Common Stock WARREN, NJ.—March 13, 2013 (PRNewswire)—ANADIGICS, Inc. (NASDAQ: ANAD) today announced that it is offering to sell shares of its common stock in an underwritten public offering. Needham & Company, LLC is acting as the sole bookrunning manager of the offering. Craig-Hallum Capital Group LLC is acting as co-manager. The offeri |
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| March 14, 2013 |
10,000,000 Shares* ANADIGICS, INC. Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 10,000,000 Shares* ANADIGICS, INC. Common Stock UNDERWRITING AGREEMENT March 14, 2013 Needham & Company, LLC As Representative of the several Underwriters c/o Needham & Company, LLC 445 Park Avenue New York, New York 10022 Ladies and Gentlemen: Anadigics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell 10,000,000 shares (the “Firm Shares”) of the Company’s Comm |
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| March 14, 2013 |
10,000,000 Shares ANADIGICS, Inc. Common Stock 3B2 EDGAR HTML - c73064424b3.htm Filed Pursuant to Rule 424(b)(5) Registration No. 333-183017 PROSPECTUS SUPPLEMENT (to Prospectus dated August 14, 2012) 10,000,000 Shares ANADIGICS, Inc. Common Stock We are offering 10,000,000 shares of our common stock. We will receive all of the net proceeds from the sale of such common stock. Our common stock is listed on The NASDAQ Global Market under the sym |
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| March 13, 2013 |
Subject to Completion, dated March 13, 2013 3B2 EDGAR HTML - c73064424b3.htm Filed Pursuant to Rule 424(b)(3) Registration No. 333-183017 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor are we seeking an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. Su |
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| February 22, 2013 |
ANAD / ANADIGICS, Inc. / VANGUARD GROUP INC Passive Investment anadigicsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Anadigics Inc Title of Class of Securities: COMMON STOCK CUSIP Number: 032515108 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to design |
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| February 19, 2013 |
Exhibit 99.1 ANADIGICS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2012 RESULTS Quarterly Net Sales of $30.5 Million; a sequential increase of 6.4% Full Year Net Sales $112.6 Million Quarterly GAAP EPS ($0.23); Non-GAAP EPS ($0.20) Full year GAAP EPS ($0.99); Non-GAAP EPS ($0.88) WARREN, N.J., February 19, 2013—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadba |
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| February 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 19, 2013 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| February 13, 2013 |
SC 13G/A 1 a13-49571sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Anadigics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 32515108 (CUSIP Number) 12/31/12 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 11, 2013 |
ANAD / ANADIGICS, Inc. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 anadigicsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Anadigics Inc Title of Class of Securities: COMMON STOCK CUSIP Number: 032515108 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate the rule pursuant to which th |
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| February 6, 2013 |
ANAD / ANADIGICS, Inc. / WHV Investments, Inc. - SCHEDULE 13G AMENDMENT FILING Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 29, 2012 |
Exhibit 99.1 ANADIGICS ANNOUNCES THIRD QUARTER 2012 RESULTS Quarterly Net Sales of $28.6 Million up 14% sequentially; GAAP Loss of ($0.24) reduced 20% sequentially WARREN, N.J., October 29, 2012—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported third quarter 2012 net sales of $28.6 million, an incre |
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| October 29, 2012 |
Exhibit 99.1 ANADIGICS ANNOUNCES THIRD QUARTER 2012 RESULTS Quarterly Net Sales of $28.6 Million up 14% sequentially; GAAP Loss of ($0.24) reduced 20% sequentially WARREN, N.J., October 29, 2012—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported third quarter 2012 net sales of $28.6 million, an incre |
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| October 29, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 29, 2012 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| October 29, 2012 |
In the news release, ANADIGICS Announces Third Quarter 2012 Results, issued 29-Oct-2012 by ANADIGICS, Inc. |
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| August 14, 2012 |
ANADIGICS, INC., Issuer , Trustee Dated as of , 201 Convertible [Subordinated] Debt Securities Exhibit 4.1 ANADIGICS, INC., Issuer to , Trustee INDENTURE Dated as of , 201 Convertible [Subordinated] Debt Securities Reconciliation and tie between Indenture, dated as of , 201 , and the Trust Indenture Act of 1939, as amended (“TIA”). Trust Indenture Act of 1939 Section Indenture Section 310(a)(1) 6.12 (a)(2) 6.12 (a)(3) TIA (a)(4) Not applicable (a)(5) TIA (b) 6.10; 6.12 311(a) 6.3; 6.10 (b) |
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| August 14, 2012 |
Exhibit 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges ANADIGICS, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES FOR THE SIX MONTHS ENDED JUNE 30, 2012 AND JULY 2, 2011 AND THE YEARS ENDED DECEMBER 31, 2011, 2010, 2009, 2008 AND 2007 (in thousands, except ratios) Year ended December 31, Six months ended 2011 2010 2009 2008 2007 Jun. 30, 2012 Jul. 2, 2011 Fixed Charges: |
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| August 14, 2012 |
- AMENDMENT TO S-3 FILED AUGUST 2, 2012 As filed with the Securities and Exchange Commission on August 14, 2012 Registration No. |
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| August 2, 2012 |
- S3 FILING ANADIGICS AUGUST 1, 2012 As filed with the Securities and Exchange Commission on August 2, 2012 Registration No. |
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| August 2, 2012 |
ANADIGICS, INC., Issuer , Trustee Dated as of , 201 Convertible [Subordinated] Debt Securities Exhibit 4.1 ANADIGICS, INC., Issuer to , Trustee INDENTURE Dated as of , 201 Convertible [Subordinated] Debt Securities Reconciliation and tie between Indenture, dated as of , 201 , and the Trust Indenture Act of 1939, as amended (“TIA”). Trust Indenture Act of 1939 Section Indenture Section 310(a)(1) 6.12 (a)(2) 6.12 (a)(3) TIA (a)(4) Not applicable (a)(5) TIA (b) 6.10; 6.12 311(a) 6.3; 6.10 (b) |
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| August 2, 2012 |
- RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges ANADIGICS, INC. CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND APRIL 2, 2011 AND THE YEARS ENDED DECEMBER 31, 2011, 2010, 2009, 2008 AND 2007 (in thousands, except ratios) Year ended December 31, Three months ended 2011 2010 2009 2008 2007 Mar. 31, 2012 Apr. 2, 2011 Fixed Ch |
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| July 30, 2012 |
ANADIGICS ANNOUNCES SECOND QUARTER 2012 RESULTS Exhibit 99.1 ANADIGICS ANNOUNCES SECOND QUARTER 2012 RESULTS WARREN, N.J., July 30, 2012—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported second quarter 2012 net sales of $25.1 million, a decrease of 11.7% sequentially and a decrease of 29.5% from the second quarter of 2011. GAAP net loss for the s |
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| July 30, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 30, 2012 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| May 1, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 1, 2012 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| May 1, 2012 |
ANADIGICS ANNOUNCES FIRST QUARTER 2012 RESULTS Exhibit 99.1 ANADIGICS ANNOUNCES FIRST QUARTER 2012 RESULTS WARREN, N.J., May 1, 2012—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconductor solutions in the broadband wireless and wireline communications markets, reported first quarter 2012 net sales of $28.4 million, a decrease of 22% sequentially and a decrease of 35% from the first quarter of 2011. GAAP net loss for the first quar |
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| March 28, 2012 |
- NOTICE AND ACCESS PROXY CARD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a−6(e)(2)) [ |
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| March 28, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a−6(e)(2)) [X] Definitive P |
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| February 22, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 22, 2012 Commission File Number: 0-25662 ANADIGICS, Inc. |
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| February 22, 2012 |
ANADIGICS ANNOUNCES FOURTH QUARTER AND YEAR END 2011 RESULTS Exhibit 99.1 ANADIGICS ANNOUNCES FOURTH QUARTER AND YEAR END 2011 RESULTS Quarterly Net Sales of $36.5 Million; a sequential decrease of 2.0% Full Year Net Sales $152.8 Million; an annual decrease of 29.5% Quarterly GAAP EPS ($0.23); Non-GAAP EPS ($0.14) Full year GAAP EPS ($0.73); Non-GAAP EPS ($0.47) WARREN, N.J., February 22, 2012—ANADIGICS, Inc. (Nasdaq: ANAD), a leading provider of semiconduc |
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| February 14, 2012 |
ANAD / ANADIGICS, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Anadigics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 032515108 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Anadigics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 32515108 (CUSIP Number) 12/31/11 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| February 8, 2012 |
ANAD / ANADIGICS, Inc. / VANGUARD GROUP INC Passive Investment SC 13G 1 anadigicsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:0 )* Name of issuer: Anadigics Inc Title of Class of Securities: Common Stock CUSIP Number: 032515108 Date of Event Which Requires Filing of this Statement: December 31, 2011 Check the appropriate box to designate the rule pursuant to which this |
