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UNITED STATES
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
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Date of Report (Date of earliest event reported): June 22, 2007
ADEPT TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
California 0-27122 94-2900635
(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification Number)
3011 Triad Drive 94551
Livermore, CA (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (925) 245-3400
None
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 2.05. Costs Associated with Exit or Disposal Activities.
Adept Restructuring
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In order to lower the fixed operating costs of Adept Technology, Inc.
("Adept" or the "Company") and to rebalance sales and engineering resources to
focus on target vertical markets and further respond to the lack of recovery of
certain industrial markets, the Company has committed, by action of the Board of
Directors on June 28, 2007, to execute on a restructuring plan involving the
continued outsourcing of non-core functions, and the closure of certain
facilities in Quebec, Canada and Hartford, Connecticut and a portion of the
Company's facilities in Livermore, California. Additionally, the Company is
completing a reduction in force of approximately 15% of its employees, primarily
in Canada and the United States. Communications to all affected employees will
be made by the Company prior to June 30, 2007. The Company expects that these
restructuring activities will be completed by the end of the first quarter of
fiscal 2008.
The Company will incur a cost of approximately $200,000 for one-time
termination benefits relating to the reduction in force and approximately $1.4
million in connection with lease reduction and related contract termination
expense. The Company estimates that the total amount of cost expected to be
incurred in connection with the Restructuring is approximately $1.6 million,
including a $1.2 million charge in the fourth quarter of fiscal 2007, $1.0
million of which will involve future cash expenditures. The remaining
approximately $400,000 of expense would be recognized by the Company in the
first quarter of fiscal 2008.
Item 2.06. Material Impairments.
Goodwill Impairment
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Effective June 28, 2007, the Board of Directors, after review by the Audit
Committee of the Board of Directors has concluded that a material charge for
impairment of goodwill of the Company is required under generally accepted
accounting principles applicable to the Company as a result of the Restructuring
described in Item 2.05 above. As the impaired asset is goodwill, the impairment
will not result in future cash expenditures by the Company.
The Company will amend this Current Report on Form 8-K when an estimate of
the amount of range of amounts of the impairment charge can be made.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of new President and Chief Operating Officer
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On and effective June 28, 2007, Mr. Robert Bucher resigned from the
position of President of Adept. Mr. Bucher will continue to serve as Chief
Executive Officer of the Company and a member of the Board of Directors of
Adept.
On and effective June 28, 2007, the Board of Directors of Adept appointed
John D. Dulchinos, age 45, to serve as the President and Chief Operating Officer
of Adept. Mr. Dulchinos joined Adept in 1987 and has held various positions at
Adept, most recently as Adept's Vice President of Global Sales and Marketing.
On and effective June 28, 2007, the Board of Directors of Adept appointed
Joachim Melis, age 41, to serve as Vice President of Worldwide Sales of Adept.
Mr. Melis joined Adept in 1990 and has held various positions at Adept, most
recently as Adept's Vice President, Europe.
Amendment to Executive Compensation Arrangements for Dulchinos
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On June 28, 2007, the Board of Directors of Adept approved certain changes
to compensation payable to Mr. John Dulchinos effective upon Mr. Dulchinos'
appointment to serve as President and Chief Operating Officer of the Company,
including an increase in annual salary to $235,000 and change in fiscal 2008
bonus structure to a target of 50% of salary as Company revenue and income
targets are met. A summary of the approved amendments to the executive
compensation is attached as Exhibit 10.1 hereto and is incorporated herein by
this reference.
Resignation of Vice President of Finance, Chief Financial Officer
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On June 22, 2007, Steven L. Moore gave notice of his resignation to the
Board of Directors of Adept from service as the Vice President of Finance, Chief
Financial Officer and Secretary of the Company, such resignation to be effective
on July 17, 2007.
Adept's press release announcing the appointment of the new President and
Chief Operating Officer and Vice President of Worldwide Sales, the resignation
of the Chief Financial Officer and the Restructuring is attached as an exhibit
to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit Description
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No.
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10.1 Summary of revisions to Executive Compensation for John D.
Dulchinos approved June 28, 2007
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99.1 Press Release of Adept Technology, Inc. dated June 28, 2007.
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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.
ADEPT TECHNOLOGY, INC.
Date: June 28, 2007 By: /s/ Steven L. Moore
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Steven L. Moore
Vice President of Finance and Chief
Financial Officer