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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): MARCH 26, 1997
VERSANT OBJECT TECHNOLOGY CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
CALIFORNIA
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(State or Other Jurisdiction of Incorporation)
0-28540 94-3079392
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(Commission File Number) (IRS Employer Identification No.)
1380 WILLOW ROAD, MENLO PARK, CALIFORNIA 94025
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(Address of Principal Executive Offices) (Zip Code)
(415) 329-7500
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(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS.
On March 26, 1997, Versant Object Technology Corporation, a
California corporation ("Registrant" or "Versant"), acquired 100% of the
outstanding equity (the "Acquisition") of Versant Object Technology GmbH, a
German limited liability company ("Versant Europe). Versant Europe had been
Versant's European distributor. The Acquisition was effected pursuant to an
Acquisition Agreement, dated as of March 26, 1997 (the "Asset Purchase
Agreement"), by and between Versant and ISAR-Vermogensverwaltung, a German
limited liability partnership within the meaning of the German Civil Code
("ISAR), which was the sole shareholder of Versant Europe. The Acquisition
enables Versant to control its European sales channel.
Pursuant to the terms of the Acquisition Agreement, Versant
acquired 100% of the outstanding equity of Versant Europe from ISAR and paid
ISAR $2,000,000.25 in cash and issued to ISAR 167,545 shares of Versant Common
Stock, no par value, in a transaction exempt from registration under the
Securities Act of 1933, as amended, by virtue of Section 4(2) thereof.
ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
The Financial Information required to be filed pursuant to Item 7(a)
of Form 8-K was not available at the time of filing this Current Report on Form
8-K and will be filed on a Form 8-K/A as soon as practicable, but in no event
later than 60 days after the date this Form 8-K is required to be filed.
(b) Pro Forma Financial Information.
The Pro Forma Financial Information required to be filed pursuant to
Item 7(b) of Form 8-K was not available at the time of filing this Current
Report on Form 8-K and will be filed on a Form 8-K/A as soon as practicable,
but in no event later than 60 days after the date this Form 8-K is required to
be filed.
(c) Exhibits.
The following exhibits are filed herewith:
2.01 Acquisition Agreement dated as of March 26, 1997 by and between Versant
and ISAR.
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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.
VERSANT OBJECT TECHNOLOGY
CORPORATION
Date: April 9, 1997 By /s/ Richard I. Kadet
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Richard I. Kadet
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description of Exhibit
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2.01 Acquisition Agreement dated as of March 26, 1997 by
and between Versant and ISAR.
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