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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 3, 2003
EXTENDED SYSTEMS INCORPORATED
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
000-23597
[COMMISSION FILE NUMBER]
DELAWARE 82-0399670
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
5777 NORTH MEEKER AVENUE
BOISE, IDAHO 83713
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(208) 322-7575
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On September 3, 2003, Extended Systems Incorporated, a Delaware
corporation, entered into a definitive agreement with Hopkins Financial Services
for the sale-and-leaseback of its headquarters building and land located at 5777
North Meeker Avenue, Boise, Idaho. The sale price of the building and land is
$4.8 million. Upon closing, the company will receive approximately $4.6 million
in net cash proceeds after deducting fees related to the transaction and will
enter into a 10-year master lease for the building with annual lease payments
equal to 9.2% of the sale price. The company will have a 10-year option to
repurchase the building at a price of $5.1 million. This transaction will be
reflected as long-term debt on the company's balance sheet. The consideration
for this transaction was determined through negotiation by the parties.
On September 2, 2003, the company also entered into a definitive
agreement with Brighton Investments, LLC for the sale of 16.2 acres of excess
land adjacent to its headquarters building located at 5777 North Meeker Avenue,
Boise, Idaho. The sale price of the land is $98,010 per acre, and upon closing,
the company will receive approximately $1.5 million in net cash proceeds after
deducting fees related to the transaction. The sale will result in a gain of
approximately $1 million. The consideration for this transaction was determined
through negotiation by the parties.
The closings of both of these transactions are subject to the
satisfaction of customary closing conditions. The company expects the
sale-and-leaseback transaction to close prior to the end of September 2003 and
the transaction involving the sale of excess land to close within 60 days of the
signing of the definitive agreement.
The company issued a press release announcing the transactions on
September 3, 2003 and a copy of the press release is attached as Exhibit 99.1 to
this Current Report on Form 8-K.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
The information contained in this Current Report on Form 8-K and the
press release attached as Exhibit 99.1 contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements relating to the expected closing of the sale-and-leaseback
transaction, the expected closing of the sale of the excess land, the receipt by
the company of net cash proceeds in connection with the closing of such
transactions, and the expected gain to be reported upon the closing of the sale
of the excess land. These statements are subject to certain risks and
uncertainties, which include the risk that the sale-and-leaseback transaction or
the sale of the excess land will not occur when expected or at all.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99.1 Extended Systems Incorporated Press Release issued
September 3, 2003.
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.
Date: September 8, 2003 EXTENDED SYSTEMS INCORPORATED
By: /s/ Karla K. Rosa
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Karla K. Rosa
Vice President of Finance
and Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number
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99.1 Extended Systems Incorporated Press Release issued September 3, 2003.