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): January 19, 2006
MEASUREMENT
SPECIALTIES, INC.
(Exact
name of registrant as specified in its charter)
New
Jersey
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1-11906
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22-2378738
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(State
or other jurisdiction of
incorporation)
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Commission
File Number
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(IRS
Employer Identification No.)
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1000
Lucas Way, Hampton, VA 23666
(Address
of principal executive offices) (Zip Code)
(757)
766-1500
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):
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))
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SECTION
2 FINANCIAL INFORMATION
ITEM
2.01 COMPLETION OF ACQUISITION
On
January 19, 2006, Measurement Specialties, Inc. (the “Company”) (NASDAQ: MEAS),
a designer and manufacturer of sensors and sensor-based systems, consummated
the
acquisition of ATEX, a sensor company based outside of Paris, France. As
previously reported in the Company’s Form 8-K filed on December 8, 2005, the
Company entered into a definitive agreement on December 5, 2005 to acquire
all
of the outstanding shares of ATEX stock for 2.7 million euro. As part of the
transaction, the Company acquired approximately 0.5 million euro as cash on
the
balance sheet. The selling shareholders also have the potential to receive
up to
an additional 1.6 million euro in an earn-out tied to three year growth
objectives.
Founded
in 2000, ATEX specializes in providing vibration sensors to the Formula One
racing market. For calendar 2005, ATEX had annual revenues of approximately
1.5
million euro, with customers predominantly in Europe.
Item 9.01.
Financial Statements and Exhibits.
EXHIBIT
NO. |
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DESCRIPTION |
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Exhibit
99.1 |
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Press
Release of Measurement Specialties, Inc. dated January 20,
2006.
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SIGNATURE
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.
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Measurement
Specialties, Inc.
(Registrant)
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Date:
January 24, 2006 |
By: |
/s/ John
P. Hopkins |
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John
P. Hopkins
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Chief
Financial Officer
(authorized
officer and principal financial
officer)
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