Form 8-K OMNIVISION TECHNOLOGIES For: Oct 05

 

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)

October 5, 2015

 

 

OMNIVISION TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

 

4275 Burton Drive

Santa Clara, California 95054

(Address of principal executive offices, including zip code)

 

(408) 567-3000

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

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))

 

 

 

Section 8 — Other Events

 

Item 8.01                                          Other Events

 

On October 5, 2015, OmniVision Technologies, Inc., a Delaware corporation (“OmniVision”), received notice from the Committee on Foreign Investment in the United States (“CFIUS”) that it has concluded its review of the proposed acquisition of OmniVision by a consortium composed of Hua Capital Management Co., Ltd., CITIC Capital Holdings Limited, and GoldStone Investment Co., Ltd., and determined that there are no unresolved national security concerns with respect to the proposed acquisition.  The proposed acquisition remains subject to the receipt of certain foreign antitrust and regulatory approvals, as well as other customary closing conditions. OmniVision expects the proposed acquisition to close in the third or fourth fiscal quarter of fiscal year 2016.

 

On October 6, 2015, OmniVision issued a press release announcing that it had received clearance from CFIUS. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Section 9 — Financial Statements and Exhibits

 

Item 9.01.                                       Financial Statements and Exhibits.

 

(d)          Exhibits.

 

Exhibit No.		Description
99.1		Press Release of OmniVision Technologies, Inc., dated October 6, 2015.

 

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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.

 

Date: October 7, 2015		OMNIVISION TECHNOLOGIES, INC.
	By:	/s/ Y. VICKY CHOU
		Y. Vicky Chou Senior Vice President of Global Management and General Counsel

 

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EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Press Release of OmniVision Technologies, Inc., dated October 6, 2015.

 

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Exhibit 99.1

 

 

OMNIVISION RECEIVES CLEARANCE FROM THE COMMITTEE ON FOREIGN INVESTMENT IN THE UNITED STATES

 

SANTA CLARA, Calif., — October 6, 2015 — OmniVision Technologies, Inc. (Nasdaq: OVTI) (“OmniVision”), a leading developer of advanced digital imaging solutions, today announced that it has received notice from the Committee on Foreign Investment in the United States (“CFIUS”) that it has concluded its review of the proposed acquisition of OmniVision by a consortium composed of Hua Capital Management Co., Ltd., CITIC Capital Holdings Limited, and GoldStone Investment Co., Ltd., and determined that there are no unresolved national security concerns with respect to the proposed acquisition.  The proposed acquisition remains subject to the receipt of certain foreign antitrust and regulatory approvals, as well as other customary closing conditions. OmniVision expects the proposed acquisition to close in the third or fourth fiscal quarter of fiscal year 2016.

 

About OmniVision

 

OmniVision Technologies, Inc. is a leading developer of advanced digital imaging solutions. Its CameraChip™ and CameraCubeChip™ products are highly integrated, single-chip CMOS image sensors for consumer and commercial applications, including mobile phones, tablets and entertainment devices, notebooks and webcams, security and surveillance systems, digital still and video cameras, automotive and medical imaging systems. Additional information is available at www.ovt.com.

 

Forward-Looking Statements

 

The matters discussed herein, including in any exhibits hereto, may contain forward-looking statements that are subject to risks and uncertainties. You can typically identify forward-looking statements by the use of forward-looking words, such as “may,” “should,” “could,” “project,” “believe,” “anticipate,” “expect,” “estimate,” “continue,” “potential,” “plan,” “forecast” and other words of similar import. Stockholders are cautioned that any forward-looking statements are not guarantees of future performance and may involve significant risks and uncertainties, and that actual results may vary materially from those in the forward-looking statements. These risks and uncertainties could cause such forward-looking statements and OmniVision’s actual results to differ materially. In evaluating these forward-looking statements, you should specifically consider various factors, including the factors listed in the “Risk Factors” section of OmniVision’s Annual Report on Form 10-K for the fiscal year ended April 30, 2015 and its most recent quarterly reports filed on Form 10-Q. These factors may cause OmniVision’s results to differ materially from any forward-looking statement. Forward-looking statements are only predictions and actual events or results may differ materially. OmniVision disclaims any obligation to update information contained in any forward-looking statement.

 

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Contact Information

 

Investor Relations:

Mary McGowan

[email protected]