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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): March 15, 2000
(February 29, 2000)
XETA Corporation
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(Exact name of registrant as specified in its charter)
Oklahoma 0-16231 73-1130045
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(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1814 West Tacoma, Broken Arrow, Oklahoma 74146
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 918-664-8200
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Not Applicable
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(Former name or address, if changed since last report.)
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Item 5. Other Events
On February 29, 2000, XETA Corporation (the "Company") acquired all of the
properties and assets (the "Assets") of Advanced Communications Technologies,
Inc., an Oregon corporation ("ACT"), pursuant to the terms of an Asset Purchase
Agreement (the "Purchase Agreement") dated February 22, 2000 entered into among
the Company and ACT, its parent corporation, Noram Telecommunications, Inc., an
Oregon corporation, and its parent corporation, Quanta Services, Inc., a
Delaware corporation ("Quanta"). The Company also assumed all of ACT's existing
liabilities with the exception of inter-company liabilities, corporate insurance
payable under Quanta's consolidated insurance program with CNA and federal and
state income taxes payable by ACT. The purchase price for the Assets was the sum
of $250,000 plus the Book Value (as defined in the Purchase Agreement) of ACT.
ACT's reported Book Value as of January 31, 2000 was $2,770,432, which amount
was paid by the Company to ACT in cash at closing. The $250,000 balance of the
tentative purchase price was paid into escrow with Bank One Trust Company,
National Association, as security through December 1, 2000, for the
indemnification by ACT of any damages incurred by the Company by reason of any
breach of warranty or representation made by ACT to the Company in connection
with the Purchase Agreement.
The Purchase Agreement provides for the Final Book Value of ACT as of
February 29, 2000, to be determined not later than April 30, 2000, at which time
ACT will reimburse the Company for any purchase price overpayment or the Company
will make an additional payment to ACT for the amount of any purchase price
underpayment. The purchase price was determined as a result of arms-length
negotiations between unrelated parties. The entire purchase price was paid by
advances drawn under the Company's credit facility with Bank One, Oklahoma,
National Association, as agent.
The Assets have been used by ACT in the business of providing
telecommunication equipment and services for voice and data applications, with a
focus on advanced emerging technologies such as call centers, unified messaging,
converged systems and data networking systems. The Company's acquisition of the
Assets is part of its previously announced strategy to become the nation's
premier voice and data integrater. The acquisition also expands and deepens the
Company's presence in the Pacific Northwest. Beginning March 1, 2000, ACT'S
president, John Runnels, joined the Company as its Vice President
- -Technology Support. Mr. Runnels will remain in Portland to carry out this
function.
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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.
XETA Corporation
(Registrant)
Dated: March 14, 2000 By /s/ Jon A. Wiese
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Jon A. Wiese, President
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