Adept Technology, Inc. (NASDAQ: ADTK), America's largest manufacturer of industrial robots and a factory automation leader, today announced that it has completed the acquisition of BYE/OASIS Engineering Inc., a leading private manufacturer of minienvironment systems and Standard Mechanical Interfaces (SMIF) for the microelectronics industry.
In connection with the acquisition, Adept issued approximately 720,000 shares of its Common Stock to the shareholders of BYE/OASIS. In addition, Adept assumed outstanding options to acquire BYE/OASIS shares, which were converted into options to acquire approximately 185,000 shares of Adept's Common Stock. The Adept Common Stock was issued in reliance on exemptions from the registration requirements of the Securities Act of 1933 under Section 4(2) and Regulation D. Adept will account for the acquisition as a pooling of interests.
Adept believes the acquisition will broaden its factory automation offerings in the wafer and microelectronic manufacturing industries and that BYE/OASIS will benefit from Adept's industry experience and marketing and service infrastructure. The combined company's solutions for manufacturers are expected to include robotics, minienvironments and SMIF interfaces. Adept Technology has been involved in back-end semiconductor automation since the mid-1980s and just recently introduced two new front-end semiconductor robots. BYE/OASIS has been manufacturing contamination control systems and SMIF interfaces for semiconductor fabrication facilities since 1990.
"We are very pleased with finalization of this acquisition and feel that by building on the BYE/OASIS technology we will be able to make available to the semiconductor industry more complete wafer handling solutions combining robotics, environmental controls and SMIF interfaces," said Brian Carlisle, chairman and chief executive officer for Adept Technology.
"We are also very pleased with the completion of this purchase agreement and believe it will enhance our ability to offer more complete wafer handling and contamination control solutions," said Don Briner, chief executive officer for BYE/OASIS Engineering.
BYE/OASIS Engineering Inc., established in 1990, is a leading manufacturer of custom minienvironment/microenvironment systems and SMIF interfaces for the microelectronics industry. BYE/OASIS specializes in contamination control solutions for semiconductor fabrication facilities and was an early proponent of isolation technologies as a means of wafer manufacturing. Product and service information is available at its worldwide web site http://www.byeoasis.com.
Adept Technology, Inc., founded in 1983, is America's largest manufacturer of industrial robots. Adept designs and manufactures intelligent automation hardware and software products for manufacturers in the electronics, appliances, telecommunications, pharmaceutical, food processing, and automotive components industries. The company provides a broad, flexible line of software intensive, computer-driven automation products for assembly, material handling and packaging applications. Adept Technology product and service information is available at its worldwide web site http://www.adept.com.
This press release contains forward-looking statements about a transaction between Adept Technology, Inc. and BYE/OASIS Engineering Inc., which involves risks and uncertainties. The acquisition will involve a number of risks. These risks include, but are not limited to, potential difficulties in the assimilation of key personnel, operations, technologies, and other assets of the acquired company; the risks of entering new markets and other specific risks associated with the business of the acquired company; and additional considerations and important factors about Adept's business described in Management's Discussion and Analysis of Financial Condition and Results of Operations in Adept's most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission. Copies of these filings are available on request from the Investor Relations department of the Company or at the SEC's website at http://www.sec.gov.
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