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): July 21,
2006
____________________
Tegal
Corporation
(Exact
name of Registrant as Specified in its Charter)
|
Delaware
(State
or other jurisdiction of
incorporation)
|
000-26824
(Commission
File
Number)
|
68-0370244
(I.R.S.
Employer Identification
No.)
|
2201
South McDowell Boulevard
Petaluma,
CA 94954
(Address
of Principal Executive Offices)
(707)
763-5600
(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 (see General Instruction A.2. below):
Written
communication pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
3.03. MATERIAL
MODIFICATION TO RIGHTS OF SECURITY HOLDERS
Please
see the disclosure in Item 8.01 below.
ITEM
5.03. AMENDMENTS
TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGES IN FISCAL
YEAR
Please
see the disclosure in Item 8.01 below.
ITEM
8.01. OTHER
EVENTS
On
July
24, 2006, Tegal Corporation (the “Company”) issued a press release announcing
that it has filed with the Secretary of State of the State of Delaware a
Certificate of Amendment to the Company’s Certificate of Incorporation to effect
a 1-for-12 reverse stock split of the Company’s common stock (the “Reverse Stock
Split”). The Reverse Stock Split received the required approval of the Company’s
stockholders at the Company’s annual meeting held on July 21, 2006. The
reverse stock split will take effect before trading begins on Tuesday, July
25,
2006, at which time the symbol will change to TGALD. The symbol will return
to
the normal TGAL at the open of the market on August 22, 2006.
In
lieu
of any fractional shares to which a holder of common stock would otherwise
be
entitled as a result of the Reverse Stock Split, the Company will pay cash
equal
to such fraction multiplied by $4.68, which is the average of the high and
low
trading prices ($0.39) of our common stock on the Nasdaq Capital Market during
regular trading hours for the five trading day period ending on July 21, 2006
multiplied by 12.
A
copy of
the press release issued by the Company is attached hereto as Exhibit 99.1
and
is incorporated herein by reference.
ITEM
9.01. FINANCIAL
STATEMENTS AND EXHIBITS
(c) Exhibits.
|
Number
|
|
Exhibit
|
|
99.1
|
|
Press
Release dated July 24, 2006
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act 1934, the registrant has
duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
Date:
July 25,
2006
|
|
TEGAL
CORPORATION
|
| |
|
By:
|
/s/
Thomas R. Mika |
| |
|
Name:
Title:
|
Thomas
R. Mika
Chief
Executive Officer
|
EXHIBIT
INDEX
|
Exhibit
No.
|
|
Description
|
|
99.1
|
|
Press
Release dated July 24, 2006
|