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): April 12, 2000
ADEPT TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware 0-27122 94-2900635
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
150 Rose Orchard Way 95134
San Jose, California (Zip Code)
(Address of Principal Executive Offices)
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Registrant's telephone number, including area code: (408) 432-0888
None
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
This report consists of a press release by the Registrant relating to
the signing of a letter of intent with Pensar Tucson, Inc., an Arizona
corporation ("Pensar Tucson") regarding the proposed acquisition of Pensar
Tucson by the Registrant.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
The following exhibit is filed with this report on Form 8-K:
Exhibit No. Description
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99.1 Press Release of the Registrant issued on April 12, 2000.
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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.
ADEPT TECHNOLOGY, INC.
Date: April 12, 2000 By: /s/ Michael W. Overby
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Michael W. Overby
Chief Financial Officer
EXHIBIT 99.1
For Immediate Release
Press and Industry Analysts: Financial Analysts:
Val Cureton Michael W. Overby
Marketing Communications Manager Chief Financial Officer
408.434.5021 (voice) 408.434.5112 (voice)
408.545.5794 (fax) 408.434.5005 (fax)
[email protected] [email protected]
ADEPT TECHNOLOGY SIGNS LETTER OF INTENT TO PURCHASE PENSAR TUCSON INC. TO EXPAND
FIBER OPTIC ASSEMBLY MARKET PRODUCTS
Purchase of Design/Engineering Automation Company Will Expand Adept's High
Precision and Fiber Optic Assembly Offerings
San Jose, Calif. - April 12, 2000 - Adept Technology, Inc. (Nasdaq: ADTK),
America's largest manufacturer of industrial robots and a factory automation
leader, today announced that it has signed a non-binding letter of intent to
acquire Pensar Tucson, Inc. a leading design/engineering automation company
based in Tucson, AZ. The transaction remains subject to completion of diligence
by Adept and the negotiation and execution of a definitive agreement and related
documents, as well as the satisfaction of any conditions to closing. The
acquisition is anticipated to close in early summer. Adept believes that the
acquisition will extend its offerings in precision assembly automation to
include integrated platforms for high precision and fiber optic assembly
processes.
"Pensar's expertise will allow us to deliver standard high precision robot
platforms that can be easily integrated into the most demanding applications,"
said Brian Carlisle, chairman and chief executive officer of Adept Technology.
"This supports our Rapid Deployment Automation vision, enabling our integrators
to commission precision assembly cells in less time, with less engineering
expense."
"We're excited to be part of Adept's precision assembly strategy," said Mike
Edwards, president of Pensar Tucson, Inc. "Adept's integrated motion / vision
control architecture and our company's combined engineering expertise will
enable us to deliver state-of-the-art precision platforms and services to
customers."
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Pensar Tucson Inc, founded in 1994, is a design / engineering automation company
specializing in advanced material handling and assembly processes. Ranked 203 of
500 on Inc. Magazine's America's Fastest-Growing Private Companies list,
Pensar's customers include Fortune 500 firms including Lucent, 3M, and Hewlett
Packard. For more information contact Pensar at 520-620-6369.
Adept Technology, Inc., founded in 1983, is America's largest manufacturer of
industrial robots. Adept designs and manufactures intelligent automation
hardware and software products for manufacturers in the electronics, appliances,
telecommunications, pharmaceutical, food processing, and automotive components
industries. The company provides a broad, flexible line of software intensive,
computer-driven automation products for assembly, material handling and
packaging applications. Adept Technology product and service information is
available at its worldwide web site http://www.adept.com.
This press release contains certain forward-looking statements. Actual results
may vary as a result of a number of risks and uncertainties. For example, the
transaction may not ultimately be consummated for a number of reasons, such as
unexpected issues arising in connection with the completion of Adept's
diligence; the failure to negotiate and execute a definitive agreement and
related documents; the failure to obtain any necessary government approvals or
third party consents; or the failure of any other conditions to be satisfied. If
the transaction ultimately is consummated, Adept may not receive the benefits it
expects, including the benefits described above, for a variety of reasons, such
as the inability of Adept to integrate Pensar's operations; unanticipated costs
in connection with the acquisition and integration loss of employees and
disruptions in relationships with customers and suppliers; the potential delays
associated with the development and introduction of new products or software
releases; the potential fluctuations in Adept's quarterly and annual results of
operations; the cyclicality of capital spending of Adept's customers; Adept's
dependence on the continued growth of the intelligent automation market; the
risks associated with sole or single sources of supply and lengthy procurement
lead times; Adept's highly competitive industry; and rapid technological change
within Adept's industry.
For a discussion of risk factors relating to the company's business, see Adept's
Form 10Q for the quarters ended October 2, 1999 and January 1, 2000, as well as
the company's annual report on Form 10K for the fiscal year ended June 30, 1999,
including the discussion in Management's Discussion and Analysis of Financial
Condition and Results of Operations filed as an exhibit thereto, filed on
September 28, 1999.
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The Adept logo is a registered trademark of Adept Technology, Inc.
Adept is a trademark of Adept Technology, Inc. All other trademarks are owned by
their respective companies.
