Summary of ADEPT TECHNOLOGY INC

Entry into a Material Definitive Agreement, Unregistered Sale of Equity Secu

Item 1.01 Entry Into a Material Definitive Agreement.

On September 6, 2012, Adept Technology, Inc. ("Adept") filed a Current Report on Form 8-K disclosing Adept's entry into a Securities Purchase Agreement, Registration Rights Agreement and Side Letter Agreement with affiliates of Hale Capital Partners, LP ("Hale") and describing the related Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock pursuant to the Securities Purchase Agreement and describing certain terms of the transactions contemplated by these documents. On September 18, 2012 the Company completed the private placement, issuing 8,000 shares of the Company's preferred stock, par value $0.001 per share (the "Preferred Stock"), at a price of $1,000 per share to affiliates of Hale for gross proceeds of $8 million.

On September 18, 2012, Adept entered into an Amendment No. 6 to Loan and Security Agreement (the "Sixth Amendment") with Silicon Valley Bank ("SVB") to amend the Loan and Security Agreement, dated May 1, 2009, as previously amended
(collectively with all amendments to date, the "Loan and Security Agreement")
for Adept's revolving line of credit.

Adept must meet certain financial covenants under the loan documents, which were modified in the Sixth Amendment. As modified, Adept must maintain (a) liquidity (domestic cash plus the available domestic borrowing base, measured monthly) of at least $5 million (previously $3.5 million), and (b) minimum aggregate rolling six-month EBITDA (measured at the end of each fiscal quarter for the six months ending on such date) equal to or exceeding specified amounts for each quarter (which are lower than the amounts applicable prior to the Sixth Amendment). The definition of adjusted EBITDA in the Amended Loan Agreement differs from the calculation of adjusted EBITDA used by Adept for financial reporting purposes in earnings press releases. The quarterly EBITDA amounts in the Loan and Security Agreement are minimum amounts for financial covenant purposes only, and do not represent projections of Adept's financial results.

Adept is required to maintain its primary operating deposit accounts with SVB, and require U.S. customers to transmit payments to a lockbox account at SVB. During the second quarter of 2012, SVB began to first apply collections from the lockbox account toward repayment of Adept's obligations to SVB, and then transfer any excess to Adept's designated deposit account with SVB (a payment mechanism commonly referred to as "dominion mode"). In February 2012, the loan documents were amended to perpetuate dominion mode and remove the threshold that previously triggered it. The Sixth Amendment reinstitutes a new threshold so that Adept is no longer automatically in dominion mode. Under the Sixth Amendment, if Adept's liquidity (domestic cash plus the available domestic borrowing base) is $7.5 million or above and there is no event of default under the revolving line, SVB will transfer all collections from the lockbox account to Adept's deposit account. If Adept's liquidity falls below $7.5 million, Adept will be in dominion mode and SVB will apply all collections from the lockbox account first toward repayment of Adept's obligations to SVB, with any excess transferred to Adept's deposit account. Adept may continue to borrow funds under the revolving line if there is available borrowing base to do so, and Adept meets the other conditions precedent for borrowing set forth in the loan documents. A collateral monitoring fee of $850 per month, which was payable every month pursuant to the February 2012 amendment, is now payable only if Adept's liquidity falls below $7.5 million and if there is any principal or interest outstanding under the revolving line of credit during the month.

On September 5, 2012, Adept entered into an Amendment No. 5 and Consent (the "Fifth Amendment") with SVB related to Adept's entry into agreements for the sale and issuance of the Preferred Stock to Hale. The Fifth Amendment modifies certain covenants in the revolving line to permit Adept to meet dividend payment and mandatory redemption provisions under the terms, rights, obligations and preferences of the Preferred Stock. This amendment also requires SVB approval before certain specified types of changes may be made to the terms, rights, obligations and preferences of the preferred stock.

Other applicable loan covenants, conditions precedent to making borrowings, circumstances under which Adept would be deemed to be in default under the loan documents and the fees payable by Adept in connection with the revolving line, are described in further detail under Liquidity and Capital Resources in Adept's annual report on Form 10-K filed September 6, 2011 and subsequent quarterly reports on Form 10-Q.

Adept paid a $25,000 fee, and will pay certain bank expenses, in connection with entry into the September amendments.

The foregoing description of the documents related to the private placement is not a complete description of the terms and is qualified in its entirety by reference to the Form 8-K filed on September 6, 2012 and the full text of the agreements which will be attached as exhibits to Adept's annual report on Form 10-K for the year ended June 30, 2012. Reference is also made to the Forms 8-K filed by Adept on May 6, 2009, June 17, 2010 and January 5, 2011, and Adept's most recent Form 10-K and subsequent quarterly reports on Form 10-Q, for further discussion of the terms of the revolving line. The foregoing description of the revolving line is qualified in its entirety by reference to the full text of the . . .