ADEPT TECHNOLOGY INC
8-K, 2000-05-01
SPECIAL INDUSTRY MACHINERY, NEC
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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 EXCHANGE ACT OF 1934

        Date of Report (Date of earliest event reported): April 28, 2000


                             ADEPT TECHNOLOGY, INC.
               (Exact Name of Registrant as Specified in Charter)

         Delaware                                                94-2900635
(State or Other Jurisdiction of                                (IRS Employer
      Incorporation)                                         Identification No.)

                                     0-27122
                            (Commission File Number)


          150 Rose Orchard Way                                       95134
          San Jose, California                                    (Zip Code)
(Address of Principal Executive Offices)

       Registrant's telephone number, including area code: (408) 432-0888

                                      None

          (Former Name or Former Address, if Changed Since Last Report)



<PAGE>


Item 5. Other Events.

         This report  consists of a press release by the Registrant  relating to
the  execution  of a  definitive  acquisition  agreement  on April 28, 2000 with
Pensar  Tucson,  Inc.,  an  Arizona  corporation  ("Pensar  Tucson"),   and  the
shareholders  of  Pensar  Tucson,   and  the  consummation  of  the  acquisition
contemplated by the definitive acquisition agreement on April 28, 2000.


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
         -----------                   -----------
         99.1              Press  Release  of the  Registrant  issued  on
                           May 1, 2000.



<PAGE>


                                   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:  May 1, 2000                          By: /s/ Michael W. Overby
                                                --------------------------------
                                                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 COMPLETES ACQUISITION OF PENSAR TUCSON INC.

Purchase of  Design/Engineering  Automation  Company  Will Expand  Adept's  High
Precision and Fiber Optic Assembly Offerings

San  Jose,  Calif.  - May 1,  2000 -  Adept  Technology,  Inc.  (Nasdaq:  ADTK),
America's  largest  manufacturer of industrial  robots and a factory  automation
leader,  today announced that it has completed the acquisition of Pensar Tucson,
Inc. a leading  design/engineering  automation company based in Tucson, Arizona.
The definitive  agreement was signed and the acquisition closed on Friday, April
28th.

Adept  believes the  acquisition  will expand its high precision and fiber optic
assembly offerings and that Pensar will benefit from Adept's industry experience
and marketing and service  infrastructure.  Adept additionally believes that the
combined engineering expertise of the two companies will enable Adept to deliver
state-of-the-art precision platforms and services to customers.

"This  acquisition  supports  our Rapid  Deployment  Automation  vision which is
dedicated to providing products and services that reduce the time, risk and cost
of implementing an automation solution," said Brian Carlisle, chairman and chief
executive  officer of Adept  Technology.  "With this  acquisition  we expect our
integrators  will be able to commission  precision  assembly cells in less time,
with less engineering expense."

"Adept's precision assembly strategy and our combined engineering expertise will
enable us to deliver  standard high precision robot platforms that can be easily
integrated into the most demanding  applications," said Mike Edwards,  president
of Pensar Tucson, Inc.



<PAGE>


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.

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, Adept
may not receive the  benefits it expects  from the  acquisition,  including  the
benefits  described  above,  for a variety of reasons,  such as the inability of
Adept to  efficiently  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.


                                       ###


         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.




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