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 28, 2006
ULTRA CLEAN HOLDINGS, INC.
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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000-50646
(Commission File Number)
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61-1430858
(IRS Employer Identification No.) |
150 Independence Drive
Menlo Park, California 94025
(Address of Principal Executive Offices)
(650) 323-4100
(Registrant’s Telephone Number, Including Area Code)
N/A
(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 (see General
Instruction A.2. below):
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 8.01. Other Events
On February 28, 2006, Ultra Clean Holdings, Inc. announced that it plans to offer 2,000,000
shares of its common stock pursuant to a registration statement previously filed with the
Securities and Exchange Commission on Form S-1 (File No. 333-131613). In addition, certain of its
stockholders plan to sell 3,750,000 shares of common stock. Ultra Clean and the selling
stockholders also plan to grant the underwriters a 30 day option to purchase up to an aggregate of
862,500 shares of common stock solely to cover overallotments, if any.
A copy of the press release announcing the offering is attached hereto as Exhibit 99.1 and
incorporated herein by reference.
Item 9.01. Exhibits
99.1 Press Release dated July February 28, 2006