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): ~~November~~December 287, 2015

GT ADVANCED TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)



001-34133	03-0606749
(Commission File Number)	(I.R.S. Employer Identification No.)

243 Daniel Webster Highway, Merrimack, New Hampshire 03054

(Address of principal executive offices)

(603) 883-5200

(Registrant’s Telephone Number, Including Area Code)

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 communications 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))

As previously disclosed in the Current Report on Form 8-K filed by GT Advanced Technologies Inc. (the “Company”), on October 6, 2014, the Company and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions in the United States Bankruptcy Court for the District of New Hampshire (the “Bankruptcy Court”) for reorganization relief under the provisions of Chapter 11 of Title 11 of the United States Code. The Debtors’ Chapter 11 cases (the “Chapter 11 Cases”) are being jointly administered under the caption In re GT Advanced Technologies Inc., et al, Case No. 14-11916 (HJB). Further information about the bankruptcy process is available at the Claims Agent’s website at www.kccllc.net/gtat.

Item 17.01. ~~Entry~~Regulation ~~into~~FD ~~a Material Definitive Agreement~~Disclosure.

~~Commitment~~As ~~Letter~~previously disclosed, on July 27, 2015 the Company, together with certain of its subsidiaries as guarantors, entered into a senior secured superpriority debtor-in-possession credit agreement with a group of lenders and Cantor Fitzgerald Securities as administrative agent (the “DIP Credit Facility”). The DIP Credit Facility consists of term loans in an initial aggregate principal amount of $95 million.

OnCleansing November 28, 2015, the Company and certain unaffiliated parties in interest (collectively, the “Financing Support Parties”) entered into a Commitment Letter (the “Commitment Letter”) pursuant to which the Financing Support Parties have committed to provide exit financing (the “Exit Financing”) to the Company in an amount equal to $80 million for the purpose of facilitating the effectiveness of a plan of reorganization with respect to the Debtors. The effectiveness of the Commitment Letter was subject to the approval of the Bankruptcy Court, which approval was obtained on December 4, 2015. A copy of the Commitment Letter is attached hereto as Exhibit 10.1. Material

~~Attached~~On toSeptember ~~the Commitment Letter~~9, as2015 ~~Annex~~and 1November ~~thereto~~6, is2015, athe ~~term~~Company ~~sheet~~entered into confidentiality agreements (the “~~Plan~~Confidentiality ~~Term Sheet~~Agreements”) ~~that~~with ~~sets~~certain ~~forth~~of the ~~principal~~Company’s ~~terms~~lenders ofunder athe ~~plan~~DIP ofCredit ~~reorganization~~Facility ~~for~~(collectively, the ~~Debtors (the~~ “~~Plan~~Restricted Parties”)~~. The~~ ~~Financing~~relating ~~Support~~to ~~Parties’~~a ~~commitment~~potential torestructuring ~~provide~~or refinancing transaction involving the ~~Exit~~Company ~~Financing~~(a is“Possible ~~subject~~Transaction”). Under tothe ~~certain~~Confidentiality ~~conditions~~Agreements, ~~including~~ the ~~absence~~Company ofengaged ~~certain~~the ~~material~~Restricted ~~adverse~~Parties ~~changes,~~in ~~the~~discussions ~~entry~~regarding ofa anPossible ~~order~~Transaction, byand ~~the~~provided ~~Bankruptcy~~them ~~Court~~with ~~confirming~~certain ~~the~~confidential ~~Plan~~information ~~and~~concerning the ~~Plan becoming effective~~Company.

InThe ~~addition,~~Company ~~the~~agreed ~~Commitment~~under ~~Letter provides for~~ the ~~payment~~Confidentiality ofAgreements ato ~~put~~disclose ~~option~~publicly ~~premium~~certain byinformation ~~the~~disclosed ~~Debtors~~ to the ~~Financing~~Restricted ~~Support~~ Parties (under the ~~“Put~~Confidentiality ~~Option~~Agreements ~~Premium”),~~after ~~which~~a ~~will~~specified ~~become~~period ~~payable~~of ~~upon~~time ~~the~~if ~~earlier~~certain ofconditions ~~(i) the~~were ~~termination~~met. Specifically, ofunder the ~~commitment~~Confidentiality byAgreements, the ~~Debtors~~Company ~~for~~is ~~any~~obligated ~~reason~~to ~~other~~make ~~than~~public a ~~breach~~document by(a ~~the~~“Cleansing ~~Financing~~Document”) ~~Support~~containing ~~Parties~~information ~~and~~that ~~(ii) the~~constitutes ~~date~~material ~~the~~non-public ~~Plan becomes effective~~information. ~~The~~This ~~Put~~Current ~~Option~~Report ~~Premium~~on ~~ranks~~Form 8‑K ~~junior~~(this in“Current ~~priority~~Report”) toconstitutes ~~the~~a ~~Debtors’~~Cleansing ~~obligations~~Document ~~under~~that satisfies the ~~DIP~~Company’s ~~Facility,~~disclosure ~~and~~obligations ~~may~~under ~~not be paid until~~ the ~~DIP~~Confidentiality ~~Facility has been repaid in full~~Agreements. ~~The~~Certain ~~terms~~material ofnon-public ~~the~~information ~~Put~~hereby ~~Option~~disclosed ~~Premium~~is ~~are~~summarized ~~set forth in Exhibit A to the Plan Term Sheet.~~below:

By• ~~separate~~The ~~agreement,~~Company ~~the~~has ~~parties~~continued ~~agreed~~ to ~~extend~~pursue ~~the~~a ~~termination~~variety ~~date~~ of ~~the~~original ~~Commitment~~equipment ~~Letter~~manufacturers toand ~~December~~companies 4,in ~~2015~~their ~~from~~supply ~~December~~chain 2,in ~~2015~~connection with its ASF sapphire growth furnace business. The Company’s strategy is not dependent on a particular original equipment manufacturer.

• The ~~foregoing~~Company ~~description~~does ofnot believe the ~~Commitment~~change ~~Letter~~in ~~and~~its senior management, which was previously reported on the ~~Plan~~Company’s ~~Term~~Current ~~Sheet~~Report ~~does~~on ~~not~~Form ~~purport~~8‑K tofiled beon ~~complete~~August ~~and~~10, is2015, ~~qualified~~will inhave ~~its~~a ~~entirety~~material byadverse ~~reference~~effect toon ~~the~~its ~~Commitment~~ability ~~Letter~~to ~~and~~sell ~~the~~its ~~Plan~~ASF ~~Term~~sapphire ~~Sheet~~growth furnaces (“ASFs”), ~~which~~to ~~are~~the ~~filed~~extent asthere ~~Exhibit~~is ~~10.1~~any ~~hereto~~demand for such ASFs.

~~Amendment~~• The Company owns its headquarters building in Merrimack, New Hampshire, and is evaluating opportunities to ~~Intercompany~~monetize ~~Settlement~~such ~~Agreement~~building.

As• ~~previously~~Recent ~~disclosed~~cost inreductions have decreased the Company’s ~~Current~~overhead ~~Report~~costs onby ~~Form~~approximately ~~8-K~~$25 ~~filed on July 24~~million, ~~2015,~~of onwhich ~~July~~the ~~20,~~majority ~~2015,~~is ~~GTAT~~related ~~Corporation~~to ~~(“GTAT~~decreased ~~Corp~~headcount.~~”),~~ GTSuch ~~Advanced~~cost ~~Equipment~~savings ~~Holding~~are ~~LLC~~more ~~(“GT~~particularly ~~SPE”),~~described ~~and~~in ~~GT Advanced Technologies Limited (“GT Hong Kong”), each a subsidiary of~~ the ~~Company,~~cash ~~entered~~expense ~~into~~reductions ansummary ~~Intercompany~~furnished ~~Settlement~~as ~~Agreement~~Exhibit ~~and~~99.1 ~~certain agreements related thereto (collectively, the “Intercompany Settlement Agreement”)~~hereto.

On• ~~December~~The 2,estimated ~~2015,~~scrap ~~GTAT~~metal ~~Corp.,~~value ~~GT SPE and GT Hong Kong entered into, and on December 2, 2015 the Bankruptcy court approved, an amendment to and limited waiver~~ of the ~~Intercompany~~Company’s ~~Settlement~~ASFs ~~Agreement~~is ~~(the~~less ~~“Intercompany~~than ~~Settlement Agreement Amendment”). Among other things~~$2,000 ~~the~~per ~~Intercompany Settlement Agreement Amendment allows GTAT Corp~~furnace. and GT SPE to sell ASF sapphire growth furnaces to buyers outside of the United States without first selling such furnaces to GT Hong Kong. In addition, GT Hong Kong waives its exclusive license under the Intercompany Settlement Agreement as it relates to any such sale. In consideration of such waiver, GT Corp. has agreed to pay GT Hong Kong an amount equal to 5% of the sale price for such sales.

~~The~~• ~~foregoing~~During ~~description~~the ofCompany’s third calendar quarter in 2015, the ~~Intercompany~~costs ~~Settlement~~of ~~Agreement~~storing ~~Amendment~~and ~~does~~relocating ~~not~~the ~~purport~~Company’s ASFs were expected to be ~~complete~~approximately $5.2 million in 2016, of which $0.8 million related to relocation costs and is$4.4 ~~qualified~~million inrelated ~~its~~to ~~entirety~~warehousing bycosts, ~~reference~~and the Company did not expect to incur relocation costs after 2016. These statements represent forecasts as of the ~~Intercompany~~time they were made, and have not been revised to reflect any changes that may have taken place between such time and the filing of this Current Report on Form 8-K. In addition, as a result of the Amended Terms of Resolution of Apple Claims and Mesa Lease Issues dated November 26, 2015 (the “Amended Settlement Agreement ~~Amendment~~”), ~~which~~the Company believes that these forecasts are no longer material. The Amended Settlement Agreement is more particularly described in the Company’s Current Report on Form 8-K filed ason ~~Exhibit~~December ~~10.~~2, ~~hereto~~2015.

~~Item~~• ~~8.01.~~The ~~Other~~Company ~~Events~~is not aware of any market demand for using ASFs for any purpose other than making sapphire.

~~Monthly~~• ~~Operating~~The Company plans to sell all of the assets in its Mesa facility other than its ASFs (the “non-core assets”) by its first quarter in 2016. As of October 30, 2015, the Company reduced its estimate of expected proceeds from such sale from $30 million, as forecast in the Company’s Current Report on Form 8‑K filed on July 7, 2015 (the “July 7, 2015 Form 8‑K”), to $18 million, which reduction is primarily attributable to (i) a reduction in the expected proceeds from the sale of the Company’s Meyer Berger equipment of at least $5 million resulting from the withdrawal of an offer the Company was unable to accept due to New Hampshire bankruptcy court rules and (ii) a reduction in expected proceeds from raw sapphire materials of at least $4 million due to current market conditions and concerns regarding melt stock sourced from a certain Chinese supplier. In addition, the projections in the July 7, 2015 Form 8‑K excluded the impact of the May 26, 2015 fire that took place at the Mesa facility (the “Mesa fire”), as the Company expected at the time that any impact of the fire on proceeds from the sale of the non-core assets would be offset by insurance proceeds. While the Company’s discussions with the applicable insurance provider are ongoing, there is no guaranty that such insurance proceeds will be sufficient to completely offset the losses caused by such fire. The Company intends, and continues to explore opportunities, to monetize its non-core assets prior to vacating the Mesa facility in December 2015, though the Company’s forecasts for September 2015, reported in the July 7, 2015 Form 8‑K, reflect the sale of only some of such assets. Any non-core assets that have not been monetized prior to vacating the Mesa Facility will be abandoned or moved out of the Mesa Facility.

On• ~~November~~The ~~30, 2015, the~~ Debtors ~~filed~~remain ~~their~~subject ~~monthly operating report for the period from September 27, 2015~~ to ~~October~~unsecured ~~31,~~claims ~~2015~~in (the ~~“Monthly~~following ~~Operating~~estimated Report”) with the Bankruptcy Court. The Monthly Operating Report is “furnished” with this Current Report on Form 8-K (this “Current Report”) as Exhibit 99.1. The Monthly Operating Report does not reflect certain of the Company’s subsidiaries that are not Debtors.amounts:

This Current Report (including the exhibits hereto and any information included therein) shall not be deemed an admission as to the materiality of any information required to be disclosed solely by reason of Regulation FD. The information contained in this item of this Current Report, including the information filed as Exhibit 99.9 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.



GT Advanced Technologies Inc.:	$435-$620 million
GTAT Corporation:	$90-$270 million
GT Advanced Technologies Limited:	$70-$100 million
Others:	Immaterial
Total:	$595-$990 million

~~Cautionary~~• ~~Statement~~Of ~~Regarding~~the ~~Financial~~$60-$80 million estimated net orderly liquidation value of the Company’s non-core assets reported in the Company’s Current Report on Form 8‑K filed on March 3, 2015, approximately $25 million gross orderly liquidation value has been sold, damaged in the Mesa fire or used in the ordinary course of business. In addition, as of October 30, 2015, approximately $18 million gross orderly liquidation value was forecast to be sold by December 15, 2015. The remaining non-core assets were estimated to have a $30-$35 million net orderly liquidation value, of which approximately $9 million is located at the Mesa facility and ~~Operating~~includes ~~Data~~primarily sapphire melt stock and diamond wire saws.

~~The~~• ~~Monthly~~As ~~Operating Report pertains only to the Debtors (and thus does not represent operations~~ of ~~all~~October of2, ~~the Company’s subsidiaries)~~2015, ~~and contains unaudited financial information which has not been reviewed by independent accountants. The financial information related to~~ the ~~Debtors~~Company ~~included~~had inreceived ~~the~~$926,000 ~~Monthly Operating Report has been prepared to conform with the monthly reporting requirements~~ of ~~the~~proceeds ~~Office~~from ofnon-core ~~the~~asset ~~U.S.~~sales ~~Trustee.~~since ~~The Monthly Operating Report was not prepared and is not presented in accordance with generally accepted accounting principles in~~ the ~~United~~closing ~~States (“GAAP”) or Securities and Exchange Commission (the “SEC”) regulations applicable to financial statements contained in annual or quarterly reports filed with the SEC. Preparation~~ of the ~~Debtors’~~DIP ~~financial~~Credit ~~statements~~Facility inon ~~accordance~~July ~~with~~27, ~~GAAP could result in material reconciliations and adjustments to certain financial information presented in the Monthly Operating Report~~2015.

• The Company ~~cautions~~has ~~investors~~been ~~and~~notified ~~potential~~by ~~investors~~the ~~not~~IRS tothat ~~place~~it ~~undue~~wishes ~~reliance~~to ~~upon~~conduct ~~the~~an ~~information~~audit ~~contained~~of in the ~~Monthly~~Company’s ~~Operating~~2013 ~~Report,~~and ~~which~~2014 ~~was~~tax ~~not~~years. ~~prepared~~The ~~for~~Company ~~the~~is ~~purpose~~not aware of ~~providing~~any ~~the~~regulation ~~basis~~or ~~for~~procedure anthat ~~investment~~would ~~decision~~cause ~~relating~~a todelay ~~any~~in ofreceiving the ~~securities~~$24 ofmillion tax refund the Company. ~~The~~expects ~~Monthly~~to ~~Operating~~receive ~~Report~~in ~~covers~~the ~~periods~~near ~~that~~future, ~~are~~nor ~~shorter~~has ~~than those that are required in~~ the Company’s ~~reports~~been ~~pursuant~~advised toby the ~~Exchange~~IRS ~~Act,~~that ~~and~~such ~~contains~~refund ~~information~~will ~~that may~~ not be ~~indicative~~processed ofbefore ~~the~~year ~~Company’s~~end. ~~financial~~However, ~~condition~~because orof ~~operating~~an ~~results~~unusual ~~for~~combination ~~the~~of ~~period~~circumstances, ~~that~~including ~~would be reflected in~~ the Company’s ~~financial~~Chapter ~~statements~~11 orCase, inthe ~~its~~impact ~~reports~~of ~~filed~~the ~~pursuant~~audit toon the ~~Exchange~~timing ~~Act.~~of ~~The~~the ~~Monthly~~refund, ~~Operating~~if ~~Report~~any, is ~~therefore~~currently ~~not comparable with those filings~~unknown. ~~There~~Given ~~can~~the belosses noincurred ~~assurance~~by ~~that, from~~ the ~~perspective~~Company ~~of an investor or potential investor~~ in ~~the~~2013 ~~Company’s~~and ~~securities~~2014, ~~that~~ the ~~Monthly~~Company ~~Operating~~does ~~Report~~not isbelieve ~~complete.~~the ~~While~~audit ~~every~~will ~~effort~~have ~~has~~any ~~been~~effect ~~made~~on ~~to assure~~ the ~~accuracy~~amount ~~and completeness~~ of the ~~Monthly~~refund ~~Operating~~it ~~Report,~~is ~~errors~~ultimately orentitled ~~omissions~~to. ~~may~~The ~~have~~Company ~~inadvertently~~believes ~~occurred~~that ~~and~~all ~~the~~tax ~~Company~~positions ~~reserves~~taken ~~the~~in ~~right~~its totax ~~amend~~returns ~~the~~filed ~~Monthly~~for ~~Operating~~2013 ~~Report~~and as2014 ~~necessary~~were appropriate and reasonable.

In addition, in connection with a Possible Transaction, the Restricted Parties were provided the following materials, which were not previously disclosed publicly, and which are furnished as exhibits hereto:


•	Redacted version of the September 2015 business plan update presentation (furnished as Exhibit 99.2 hereto);


•	August 2015 Summary Conclusions with Respect to Certain Inter-Debtor Matters (furnished as Exhibit 99.3 hereto);


•	October 2015 Presentation regarding the latest offer in connection with the non-core assets (furnished as Exhibit 99.4 hereto);


•	Redacted version of the October 2015 business plan update presentation (furnished as Exhibit 99.5 hereto);


•	November 2015 13-week statement of actual and forecast cash flows (furnished as Exhibit 99.6 hereto);


•	March 2015 presentation regarding the Waaree Corporation independent contractor agreement (furnished as Exhibit 99.7 hereto);


•	Analysis of ASF Throughput, dated September 24, 2015 (furnished as Exhibit 99.8 hereto); and

The foregoing summary and the exhibits related thereto contain unaudited financial information which has not been reviewed by independent accountants. Such information was not prepared and is not presented in accordance with generally accepted accounting principles in the United States (“GAAP”) or Securities and Exchange Commission (the “SEC”) regulations. The Company cautions investors and potential investors not to place undue reliance upon such information.

Cautionary Statement Regarding Forward-Looking Statements

~~Results~~This ~~set~~Current ~~forth~~Report incontains certain forward-looking information, including but not limited to the ~~Monthly~~Company’s ~~Operating~~belief ~~Report~~that ~~should~~the change in its senior management will not have a material adverse effect on its ability to sell its ASFs, the Company’s expected storage and relocation costs, the anticipated sale of the non-core assets by the end of the Company’s first quarter in 2016 and the anticipated gross orderly liquidation value expected to be ~~viewed~~realized asby ~~indicative~~January 2016. The forward-looking statements are not a guarantee of performance and these statements involve certain risks and uncertainties that may be beyond the Company’s control and may cause actual future results to differ materially from our current expectations. ~~Such~~Statements ~~information~~of ~~also~~management’s ~~may~~expectations ~~not~~are based on current assumptions and expectations. No assurance can be ~~indicative~~made that these events will come to fruition. Factors that could affect our results include, but are not limited to: (i) market demand for the Company’s equipment , (ii) the ability of the ~~financial~~Company ~~condition~~and orits ~~operating~~subsidiaries ~~results~~to continue as a going concern, (iii) the ability of the Company to adhere to the terms of the DIP Credit Facility, (iv) the timing and receipt of the tax refund that the Company is projecting, as well as the amount of such refund;,(v) the ability of the Company and its subsidiaries to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 cases, (vi) the ability of the Company and its subsidiaries to prosecute, develop and consummate one or more plans of reorganization with respect to the Chapter 11 Cases, and (vii) the effects of the bankruptcy filing on athe ~~consolidated~~Company ~~basis~~and ~~for~~its subsidiaries and the ~~periods~~interests ~~reflected~~of various creditors, equity holders and other constituents. Other factors that may cause actual events to differ materially from those expressed or implied by the forward-looking statements and various other risks are outlined in GT Advanced Technologies Inc.’s filings with the Securities and Exchange Commission, including (but not limited to) the statements under the heading “Risk Factors” in the Company’s ~~financial~~Quarterly Report on Form 10-Q for the quarter ended June 28, 2014 and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. All forward looking statements orshould be evaluated in ~~its~~light ~~reports~~of ~~pursuant~~these toimportant factors. Such statements represent GT Advanced Technologies Inc.’s expectations and beliefs as of the ~~Exchange~~date ~~Act~~they were made. GT Advanced Technologies Inc. anticipates that subsequent events and developments may cause these expectations and beliefs to change. GT Advanced Technologies Inc. is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future ~~results~~events, or otherwise.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Commitment Letter, dated November 28, 2015
99.1	Cash Expense Reductions
10.2	First Amendment and Limited Waiver to Intercompany Settlement Agreement, dated December 2, 2015
99.2	September 2015 Business Plan Update Presentation (redacted)
99.1	Monthly Operating Report for the period from September 27, 2015 to October 31, 2015
99.3	August 2015 Summary Conclusions with Respect to Certain Inter-Debtor Matters
99.4	October 2015 Presentation Regarding Offer for Non-Core Assets
99.5	October 2015 Business Plan Update Presentation (redacted)
99.6	November 2015 13-Week Statement of Actual and Forecast Cash Flows
99.7	March 2015 Presentation Regarding the Waaree Corporation Independent Contractor Agreement
99.8	September 24, 2015 Analysis of ASF Throughput

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.

GT ADVANCED TECHNOLOGIES INC.

Dated: December 47, 2015

/s/ Hoil Kim


By:	Hoil Kim


Its:	Vice President, Chief Administrative Officer, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
10.1	Commitment Letter, dated November 28, 2015
99.1	Cash Expense Reductions
10.2	First Amendment and Limited Waiver to Intercompany Settlement Agreement, dated December 2, 2015
99.2	September 2015 Business Plan Update Presentation (redacted)
99.1	Monthly Operating Report for the period from September 27, 2015 to October 31, 2015
99.3	August 2015 Summary Conclusions with Respect to Certain Inter-Debtor Matters
99.4	October 2015 Presentation Regarding Offer for Non-Core Assets
99.5	October 2015 Business Plan Update Presentation (redacted)
99.6	November 2015 13-Week Statement of Actual and Forecast Cash Flows
99.7	March 2015 Presentation Regarding the Waaree Corporation Independent Contractor Agreement
99.8	September 24, 2015 Analysis of ASF Throughput

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