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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): OCTOBER 26, 2000
DENSE-PAC MICROSYSTEMS, INC.
(Exact name of registrant as specified in charter)
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CALIFORNIA 0-14843 33-0033759
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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7321 LINCOLN WAY, GARDEN GROVE, CALIFORNIA 92841
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 898-0007
NOT APPLICABLE
(Former name or former address, if changed since last report.)
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AMENDMENT NO. 1 TO FORM 8-K DATED OCTOBER 26, 2000
Dense-Pac Microsystems, Inc. hereby amends Item 7 of its Current Report on Form
8-K dated October 26, 2000, which was originally filed with the U.S. Securities
and Exchange Commission on November 13, 2000, to include the historical
financial statements of Productivity Enhancement Products ("PEP") and pro forma
financial information required by paragraphs (a) and (b) of Item 7 of Form 8-K:
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired:
The following financial statements of PEP are filed as a part of
this report as Exhibit 99.2:
Audited Financial Statements:
Independent Auditors' Report
Consolidated Balance Sheet as of January 2, 2000
Consolidated Statement of Operations and Comprehensive
Operations for the year ended January 2, 2000
Consolidated Statement of Cash Flows for the year ended January
2, 2000
Notes to the Consolidated Financial Statements as of and for the
year ended January 2, 2000
Unaudited Financial Statements:
Condensed Consolidated Balance Sheets as of January 2, 2000 and
July 2, 2000 (unaudited)
Condensed Consolidated Statements of Operations and
Comprehensive Operations for the six-month periods ended July 4,
1999 and July 2, 2000 (unaudited)
Condensed Consolidated Statements of Cash Flows for the
six-month periods ended July 4, 1999 and July 2, 2000
(unaudited)
Notes to Condensed Consolidated Financial Statements as of
January 2, 2000 and July 2, 2000 and for the six-month periods
ended July 4, 1999 and July 2, 2000 (Unaudited)
(b) Pro Forma Financial Information:
The following pro forma financial information is filed as a part
of this report as Exhibit 99.3:
Unaudited Pro Forma Consolidated Statements of Operations of
Dense-Pac Microsystems, Inc. for the year ended February 29,
2000 and for the six-month period ended August 31, 2000 and
Unaudited Pro Forma Consolidated Balance Sheet as of August 31,
2000, together with an introduction thereof and notes thereto.
(c) Exhibits
The following exhibits are filed with this Report:
2.1 Share Exchange Agreement, dated October 26, 2000, among
the Registrant, PEP, and the Shareholder*
2.2 Registration Rights Agreement, dated October 26, 2000,
between the Registrant and the Shareholder*
2.3 Non-Compete Agreement dated October 26, 2000, between
the Registrant, PEP, and the Shareholder*
99.1 News release, dated October 19, 2000, related to the
acquisition of PEP*
99.2 Historical Consolidated Financial Statements of PEP
99.3 Unaudited Pro Forma Financial Information
99.4 Independent Auditors' Consent
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* Filed as the like-numbered exhibit in the Form 8-K filed on November 13, 2000
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to report to be signed on its behalf
by the undersigned thereunto duly authorized.
DENSE-PAC MICROSYSTEMS, INC.
Date: January 4, 2001 By: /s/ Ted Bruce
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Ted Bruce
Chief Executive Officer and
President
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EXHIBIT INDEX
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Exhibit
Number Description
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2.1 Share Exchange Agreement, dated October 26, 2000, among the
Registrant, PEP, and the Shareholder*
2.2 Registration Rights Agreement, dated October 26, 2000, between
the Registrant and the Shareholder*
2.3 Non-Compete Agreement dated October 26, 2000, between the
Registrant, PEP, and the Shareholder*
99.1 News release, dated October 19, 2000, related to the acquisition
of PEP*
99.2 Historical Consolidated Financial Statements of PEP
99.3 Unaudited Pro Forma Financial Information
99.4 Independent Auditors' Consent
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* Filed as the like-numbered exhibit in the Form 8-K filed on November 13, 2000
