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
29 December 1999
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Date of report (Date of earliest event reported)
Spire Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
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(State or Other Jurisdiction of Incorporation)
0-12742 04-2457335
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(Commission File Number) (I.R.S. Employer Identification No.)
One Patriots Park, Bedford, Massachusetts 01730-2396
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(Address of Principal Executive Offices (Zip Code)
(617) 275-6000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
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(a) On December 29, 1999 Spire Corporation (the "Company") consummated the
sale of substantially all the assets of its optoelectronics business
segment ("Spire Optoelectronics") for $12,950,000 in cash to Methode
Massachusetts, LLC ("Buyer"), a wholly owned subsidiary of Methode
Electronics, Inc.
The assets of Spire Optoelectronics acquired by Buyer included the
following:
Machinery and equipment and other fixed assets;
Inventory and other current assets;
Certain contract and other rights;
Certain proprietary rights; and
Certain other assets.
The assets of Spire Optoelectronics acquired by Buyer did not include the
following:
Cash;
Accounts receivable;
Government contracts; and
Rights to use the "Spire" trade name or trademark.
Buyer assumed the following liabilities of Spire Optoelectronics:
Commercial obligations under certain executory contracts;
Approximately $77,000 of customer advances received by the Company in
the ordinary course of business; and
Up to two weeks of accrued vacation for each employee of Spire
Optoelectronics hired by Buyer.
(b) Not applicable.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(a) Financial Statements of Business Disposed of:
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To be filed by amendment not later than March 13, 2000 (60 days after the
date that this report on Form 8-K must be filed).
(b) Pro Forma Financial Information:
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To be filed by amendment not later than March 13, 2000 (60 days after the
date that this report on Form 8-K must be filed).
(c) Exhibits:
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1. Asset Purchase Agreement dated as of November 18, 1999 by and among
Methode Electronics, Inc., Methode Massachusetts, Inc. and Spire
Corporation.
SIGNATURE
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.
SPIRE CORPORATION
(Registrant)
Date: 13 January 2000 By: /s/ Roger G. Little
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Roger G. Little
President & Chief Executive Officer