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
Date of Report (Date of earliest event reported): July 3, 2007
AMERIGON INCORPORATED
(Exact name of registrant as specified in its charter)
| Michigan | 0-21810 | 95-4318554 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 21680 Haggerty Road, Ste. 101, Northville, MI | 48167 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (248) 504-0500
Check the appropriate box below if the Form 8-K filing in intended to simultaneously satisfy the filing obligation of the registrant under any of the follow 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 250.13e-4(c)) |
Section 1 - 7. Not applicable.
Section 8. Other Events
| Item 8.01 | Other Events |
On July 3, 2007, Amerigon Incorporated (the “Company”) publicly announced that it’s subsidiary, BSST LLC, reached agreement with Visteon Corporation to modify their exclusive development agreement related to proprietary thermoelectric technology for automotive applications. A copy of the Company news release announcing the foregoing is filed as Exhibit 99.1 to this report and is incorporated in this report by reference. The information in this Section 8, Item 8.01 and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly stated by specific reference in such filing.
Section 9. Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit 99.1 | Company news release dated July 3, 2007. |
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.
| AMERIGON INCORPORATED | ||
| By: |
/s/ BARRY G. STEELE | |
| Barry G. Steele, | ||
| Chief Financial Officer | ||
Date: July 5, 2007
Exhibit Index
| 99.1 |
Company news release dated July 3, 2007. |
EXHIBIT 99.1
NEWS RELEASE for July 3, 2007 at 1:00 PM EDT
| Contact: | Allen & Caron Inc Jill Bertotti (investors) jill@allencaron.com Len Hall (media) len@allencaron.com (949) 474-4300 |
AMERIGON SUBSIDIARY BSST TO BROADEN THERMOELECTRIC TECHNOLOGY
DEVELOPMENT WITH AUTOMOTIVE SUPPLIERS
Modifies Exclusive Agreement with Visteon Corporation
NORTHVILLE, MI (July 3, 2007) . . . Amerigon Incorporated (Nasdaq:ARGN), a leader in developing and marketing products based on advanced thermoelectric (TE) technologies for a wide range of global markets and applications, announced today that its subsidiary, BSST, reached agreement with Visteon Corporation (NYSE:VC) to modify their exclusive development agreement related to the Company’s proprietary thermoelectric technology for automotive applications, permitting BSST to undertake further development with a limited number of additional development partners. Under the terms of the agreement, BSST will purchase certain Visteon rights to thermoelectric systems technology, grant Visteon a fully paid-up, royalty-free license to this technology, and have the ability to license the technology to a limited number of additional automotive suppliers.
BSST and Visteon originally signed a long-term agreement to develop an array of commercial heating and cooling products for the automotive industry featuring BSST’s proprietary efficient and environmentally friendly advanced TE technology effective January 2003.
According to Amerigon non-executive Chairman Oscar (Bud) Marx, “This agreement preserves our ability to continue working with Visteon, which has been an excellent development partner and permits us to explore broader use of our proprietary thermoelectric technology with additional automotive suppliers.”
About BSST
Amerigon’s BSST subsidiary is focused on providing highly efficient, effective, and practical solid-state temperature control solutions to industry, while continuing to advance the leading edge performance of its thermoelectric technology through sustained research and development, and through joint development efforts with leaders in major application markets throughout the world. In addition to Visteon, BSST is working with Herman Miller, the U.S. Department of Energy and several United Technologies Corporation companies, including Carrier Corporation.
About Amerigon
Amerigon (Nasdaq: ARGN) develops products based on its advanced, proprietary, efficient thermoelectric (TE) technologies for a wide range of global markets and heating and cooling
applications. The Company’s current principal product is its proprietary Climate Control Seat™ (CCS™) system, a solid-state, TE-based system that permits drivers and passengers of vehicles to individually and actively control the heating and cooling of their respective seats to ensure maximum year-round comfort. CCS, which is the only system of its type on the market today, uses no CFCs or other environmentally sensitive coolants. Amerigon maintains sales and technical support centers in Southern California, Detroit, Japan, Germany and England.
Certain matters discussed in this release are forward-looking statements that involve risks and uncertainties, and actual results may be different. Important factors that could cause the Company’s actual results to differ materially from its expectations in this release are risks that sales may not significantly increase, additional financing, if necessary, may not be available, new competitors may arise and adverse conditions in the automotive industry may negatively affect its results. The liquidity and trading price of its common stock may be negatively affected by these and other factors. Please also refer to Amerigon’s Securities and Exchange Commission filings and reports, including but not limited to its Form 10-Q for the period ended March 31, 2007 and its Form 10-K for the year ended December 31, 2006.
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