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UCTT > SEC Filings for UCTT > Form 8-K/A on 17-Sep-2012All Recent SEC Filings

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Form 8-K/A for ULTRA CLEAN HOLDINGS INC


17-Sep-2012

Financial Statements and Exhibits


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements of Businesses Acquired

The audited consolidated financial statements of AIT as of December 31, 2011 and 2010 and for each of the three years in the period ended December 31, 2011, are attached hereto as Exhibit 99.1 and are incorporated in their entirety herein by reference.

The unaudited condensed financial statements of AIT as of and for the six months ended July 2, 2012 and June 30, 2011 are attached hereto as Exhibit 99.1 and are incorporated herein by reference.

(b) Pro Forma Financial Information

The unaudited pro forma financial information with respect to Ultra Clean's acquisition of AIT as of and for the six months ended June 29, 2012 and for the twelve months ended December 30, 2011 is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

(c) Exhibits

Exhibit
Number                     Exhibit Description
10.1*     Credit Agreement, dated as of July 3, 2012, among
          Ultra Clean Holdings, Inc., Ultra Clean Technology
          Systems and Service, Inc., American Integration
          Technologies LLC, Ultra Clean Asia Pacific Pte. Ltd.,
          the several lenders from time to time party thereto,
          Silicon Valley Bank and U.S. Bank National
          Association.

10.2*     Guarantee and Collateral Agreement in favor of
          Silicon Valley Bank, dated as of July 3, 2012, made
          by Ultra Clean Holdings, Inc., Ultra Clean Technology
          Systems and Service, Inc., American Integration
          Technologies LLC, Ultra Clean Asia Pacific Pte. Ltd.,
          UCT Sieger Engineering LLC, Integrated Flow Systems
          LLC and the other Grantors referred to therein and
          from time to time party thereto.

23.1      Consent of McGladrey LLP, Independent Auditors of AIT
          Holding Company, LLC and subsidiaries.

99.1      Audited consolidated financial statements of AIT
          Holding Company, LLC and subsidiaries as of December
          31, 2011 and 2010 and for each of the three years in
          the period ended December 31, 2011, and unaudited
          condensed consolidated financial statements as of and
          for the six months ended July 2, 2012 and June 30,
          2011.

99.2      Unaudited Pro forma condensed combined financial
          information as of and for the six months ended June
          29, 2012 and for the twelve months ended December 30,
          2011.



* Previously filed with Prior 8-K.


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