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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
MAY 15, 2001
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INOTEK TECHNOLOGIES CORP.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-16101 75-1986151
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
11212 INDIAN TRAIL
DALLAS, TEXAS 75229
(Address of Principal Executive Offices)(Zip Code)
(972) 243-7000
(Registrant's telephone
number, including area code)
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ITEM 5. OTHER INFORMATION.
On May 15, 2001, Davis Instruments, LLC ("Davis Instruments") and
INOTEK Technologies Corp. entered into a definitive merger agreement in which
Davis Instruments will acquire all of the outstanding shares of INOTEK. Under
the terms of the agreement, INOTEK's shareholders will receive $0.65 in cash for
each share of INOTEK stock they own. The aggregate purchase price is
approximately $3.2 million. The merger is more fully described in INOTEK's press
release, which is attached as Exhibit 99.1 to this Form 8-K and incorporated by
reference in this Item 5.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
2.1 Agreement and Plan of Merger dated May 15, 2001, by and among Davis
Instruments, LLC, a Maryland limited liability company, INOTEK
Technologies Corp., a Delaware corporation, and Neal E. Young, David L.
White and Dennis W. Stone.
2.2 Indemnification and Escrow Agreement dated May 15, 2001, by and among
Davis Instruments, LLC, a Maryland limited liability company, INOTEK
Technologies Corp., a Delaware corporation, and Neal E. Young, David L.
White and Dennis W. Stone.
2.3 Irrevocable Proxy dated January 22, 2001, by David L. White to Davis
Instruments, LLC relating to 1,791,025 shares of common stock of INOTEK
Technologies Corp.
2.4 Irrevocable Proxy dated January 22, 2001, by Neal E. Young to Davis
Instruments, LLC relating to 1,485,915 shares of common stock of INOTEK
Technologies Corp.
2.5 Irrevocable Proxy dated January 22, 2001, by Dennis W. Stone to Davis
Instruments, LLC relating to 1,400 shares of common stock of INOTEK
Technologies Corp.
99.1 Press Release dated May 16, 2001.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
INOTEK TECHNOLOGIES CORP.
Date: May 25, 2001 By: /s/ Neal E. Young
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Neal E. Young
Chairman of the Board
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EXHIBIT INDEX
Exhibit
Number Description
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2.1 Agreement and Plan of Merger dated May 15, 2001, by and among Davis
Instruments, LLC, a Maryland limited liability company, INOTEK
Technologies Corp., a Delaware corporation, and Neal E. Young, David L.
White and Dennis W. Stone.
2.2 Indemnification and Escrow Agreement dated May 15, 2001, by and among
Davis Instruments, LLC, a Maryland limited liability company, INOTEK
Technologies Corp., a Delaware corporation, and Neal E. Young, David L.
White and Dennis W. Stone.
2.3 Irrevocable Proxy dated January 22, 2001, by David L. White to Davis
Instruments, LLC relating to 1,791,025 shares of common stock of INOTEK
Technologies Corp.
2.4 Irrevocable Proxy dated January 22, 2001, by Neal E. Young to Davis
Instruments, LLC relating to 1,485,915 shares of common stock of INOTEK
Technologies Corp.
2.5 Irrevocable Proxy dated January 22, 2001, by Dennis W. Stone to Davis
Instruments, LLC relating to 1,400 shares of common stock of INOTEK
Technologies Corp.
99.1 Press Release dated May 16, 2001.