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 14, 2003
Simtek Corporation
(Exact name of registrant as specified in its charter)
Colorado
(State or Other Jurisdiction of Incorporation)
0-19027
(Commission File Number)
84-1057605
(I.R.S. Employer Identification Number)
4250 Buckingham Dr. #100
Colorado Springs, CO 80907
(Address and zip code of principal executive offices)
(719) 531-9444
(Registrant's telephone number, including area code)
Item 5. Other Information.
--------------------------
(c) Exhibits:
Exhibit Number Description
-------------- -----------
99.1 Press release dated August 14, 2003 Simtek
Updates Investors on New 1 MBIT nvSRAM
Development
Item 7. Financial Statements and Exhibits.
------------------------------------------
(c) Exhibits.
Exhibit Number Description
-------------- -----------
99.2 Press release dated August 14, 2003 Simtek
Corporation Reports Second Quarter and First
Half 2003 Financial Results.
Item 12. Results of Operations and Financial Condition
-------------------------------------------------------
On August 14, 2003, Simtek Corporation, (the "Company") issued a press
release announcing its operating and financial results for the second quarter
and six months ending June 30, 2003 (the "Second Quarter and First Half
2003Press Release"). A copy of the Second Quarter and First Half 2003 Press
Release is attached hereto as Exhibit 99.2 and is incorporated in its entirety
herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
The Second Quarter and First Half 2003 Press Release contains
forward-looking statements (any statement other than those made solely with
respect to historical fact) based upon management's beliefs, as well as
assumptions made by and data currently available to management. This information
has been, or in the future may be, included in reliance on the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on a variety of assumptions that may not be
realized and are subject to significant business, economic, judicial and
competitive risks and uncertainties, including those set forth below, many of
which are beyond the Company's control. These risks and uncertainties could
cause actual events and the Company's actual operations, financial condition,
cash flows or operating results may differ materially from those expressed or
implied by any such forward-looking statements. These statements relate to the
Company's future plans, objectives, expectations and intentions. These
statements may be identified by the use of words such as "believes," "expects,"
"may," "will," "would," "should," "seeks," "pro forma," "anticipates" and
similar expressions. The Company undertakes no obligation to update or revise
any such forward-looking statements.
2
The forward-looking statements and the Company's liquidity, capital
resources and results of operations are subject to a number of risks and
uncertainties. Given these uncertainties, readers are cautioned not to place
undue reliance on the forward-looking statements contained in the Second Quarter
Press Release.
The above information can also be obtained from the Company's website at
www.simtek.com.
Limitation on Incorporation by Reference
In accordance with General Instruction B.6 of Form 8-K, the information in
this Item 12 shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section, nor shall such information be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, except
as shall be expressly set forth by specific reference in such a filing.
3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Simtek Corporation
By: /s/Douglas Mitchell
--------------------------------------------
Name: Douglas Mitchell
Title: Chief Executive Officer, President and
Chief Financial Officer (acting)
Dated: August 14, 2003
4
EXHIBIT INDEX
Exhibit Number Description
99.1 Press release dated August 14, 2003 Simtek Updates Investors
on New 1 MBIT nvSRAM Development
99.2 Press release dated August 14, 2003 Simtek Corporation Reports
Second Quarter and First Half 2003 Financial Results.
5