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.
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