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): February 8, 2008
BROOKS AUTOMATION, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
| |
|
|
| 0-25434
|
|
04-3040660 |
| |
|
|
| (Commission File Number)
|
|
(IRS Employer Identification No.) |
| |
|
|
| 15 Elizabeth Drive, Chelmsford, MA
|
|
01824 |
| |
|
|
| (Address of principal executive offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code (978) 262-2400.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
|
|
|
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
TABLE OF CONTENTS
|
|
|
| ITEM 2.02 |
|
RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On February 11, 2008, Brooks Automation, Inc. (“Brooks” or the “Company”) announced via press
release its financial results for the fiscal quarter ended December 31, 2007. A copy of the press
release is attached hereto as Exhibit 99.1.
Limitation on Incorporation by Reference. The information furnished in this Item 2.02 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.
Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained
in this press release attached as an exhibit hereto, the press release contains forward-looking
statements which involve certain risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by these statements. Please refer to the cautionary note
in the press release regarding these forward-looking statements.
|
|
|
| ITEM 5.03 |
|
AMENDMENT TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR. |
(b) Amendments to Bylaws
Effective February 8, 2008, the Brooks board of directors amended Brooks’ bylaws to permit the
members of the board of directors to vote by electronic transmission.
|
|
|
| ITEM 9.01 |
|
FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
| |
|
|
|
|
| |
|
|
|
|
| 3.01 |
|
|
Amended and Restated Bylaws of Brooks Automation, Inc. |
| |
|
|
|
|
| 99.1 |
|
|
Press release issued on February 11, 2008 by Brooks Automation, Inc., announcing its
financial results for the fiscal quarter ended December 31, 2007. |
SIGNATURES
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.
| |
|
|
|
|
| |
BROOKS AUTOMATION, INC.
|
|
| |
/s/ Thomas S. Grilk
|
|
| |
Thomas S. Grilk |
|
| Date: February 11, 2008 |
Senior Vice President, General Counsel and
Secretary |
|
| |