8-K 1 d8k.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 28, 2002 ODETICS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-08762 95-2588496 ------------------------------- ------------------------ --------------------- (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification No.) 1515 South Manchester Avenue, Anaheim, California 92802 ------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (714) 774-5000 ------------- Not Applicable ------------------------------------------------- (Former Name or Former Address, if Changed since Last Report) Item 2. Acquisition or Disposition of Assets On May 28, 2002, Odetics, Inc. ("Odetics") closed the sale and leaseback (the "Sale-Leaseback") of its headquarters and principal operating facilities in Anaheim, California (the "Property") to 1515 South Manchester, LLC. The Sale-Leaseback was consummated pursuant to a Purchase and Sale Agreement and two leases between Odetics and 1515 South Manchester, LLC, pursuant to which Odetics sold the Property for $22.6 million and will continue to lease one of the three buildings located on the Property for an initial ten-year period at a rate of $152,150 per month and a second building located on the Property for a period of 30 months at a rate of approximately $57,553 per month. The Property was purchased by Odetics in 1984 and subsequently renovated. The Property contains approximately 257,900 square feet situated on approximately 14 acres of land. The Property houses Odetics' corporate and administrative offices, as well as the operations of its subsidiaries, MAXxess Systems, Inc., Broadcast, Inc., Zyfer, Inc. and Iteris, Inc. Item 7. Exhibits (a) Not Applicable. (b) Pursuant to Item 7 of Form 8-K, the financial information required by Item 7(b) will be filed by amendment within 60 days of the date of this filing. (c) Exhibits 2.1 Amended and Restated Agreement of Purchase and Sale and Escrow Instructions, dated February 19, 2002, by and between Odetics, Inc. and 1515 South Manchester, LLC. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. June 10, 2002 ODETICS, INC., a Delaware corporation By: /s/ Gregory A. Miner -------------------------------- Gregory A. Miner Chief Executive Officer and Chief Financial Officer EXHIBIT INDEX Exhibits Description 2.1 Amended and Restated Agreement of Purchase and Sale and Escrow Instructions, dated February 19, 2002, by and between Odetics, Inc. and 1515 South Manchester, LLC.