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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) April 28, 1997 -------------------- AMERIGON INCORPORATED - -------------------------------------------------------------------------------- (Exact Name of Issuer as Specified in its Charter) California 0-21810 95-431855-4 - -------------------------------------------------------------------------------- (State or Other (Commission File Number) (IRS Employer Jurisdiction Identification of Incorporation Number) Identification or Organization) 404 East Huntington Drive, Monrovia, California 91016 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (Registrant's telephone number, including area code) (818) 932-1200 -------------------- - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS On April 28, 1997, Amerigon Incorporated (the "Company") reported 1997 first quarter results for the period ended March 31, 1997. Revenues for the first quarter of 1997 decreased by $2,658,000, or approximately 87%, to $396,000, from $3,054,000 for the quarter ended March 31, 1996. The decrease in revenues is due principally to the fact that the Company substantially completed work on its major electric vehicle development contract with Samsung Heavy Industries Co., Ltd., Kihung R&D Center and its corporate affiliates prior to the first quarter of 1997 and did not obtain any replacement development contracts during the first quarter of 1997. The Company reported a first quarter 1997 net loss of $1,941,000, or a loss of $.30 per share, compared with a net loss of $620,000, or a loss of $.15 per share, reported for the year ago first quarter. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. The following exhibits are filed as part of this Report: 99.1 Condensed Balance Sheet of Amerigon Incorporated as of March 31, 1997 (unaudited), and December 31, 1996; and 99.2. Condensed Statement of Operations (unaudited) of Amerigon Incorporated for the three months ended March 31, 1997. 2 SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 28, 1997 AMERIGON INCORPORATED By /s/ Lon E. Bell ------------------------------------- Its Chairman of the Board and Chief Executive Officer
EXHIBIT 99.1 AMERIGON INCORPORATED (A DEVELOPMENT STAGE ENTERPRISE) CONDENSED BALANCE SHEET (IN THOUSANDS, EXCEPT SHARE DATA) DECEMBER 31, MARCH 31, 1996 1997 ------------ ----------- ASSETS (UNAUDITED) Current Assets: Cash and cash equivalents $ 203 $11,741 Accounts receivable less allowance of $80 1,188 1,809 Unbilled revenue 1,157 242 Inventories, primarily raw materials 20 20 Prepaid expenses and other assets 744 215 ------------ ----------- Total current assets 3,312 14,027 Property and Equipment, net 610 543 ------------ ----------- Total Assets $ 3,922 $14,570 ------------ ----------- ------------ ----------- LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 1,567 $ 509 Deferred revenue 154 239 Accrued liabilities 519 618 Note payable to shareholder 200 - Loan and Debentures payable 3,000 - Bank loan payable 1,187 - ------------ ----------- Total current liabilities 6,627 1,366 ------------ ----------- Long Term Portion of Lease Liability 43 39 ------------ ----------- Shareholders' Equity: Preferred stock, no par value; 5,000,000 shares authorized, none issued and outstanding Common stock: Class A -no par value; 40,000,000 shares authorized, 9,542,500, and 4,069,000 issued and outstanding at March 31, 1997, and December 31, 1996, respectively (An additional 3,000,000 shares held in escrow) 17,321 28,408 Class B -no par value; 3,000,000 shares authorized, none issued and outstanding Class A Warrants - 6,767 Contributed capital 3,115 3,115 Deficit accumulated during development stage (23,184) (25,125) ------------ ----------- Total shareholders' equity (2,748) 13,165 ------------ ----------- Total Liabilities and Shareholders' Equity $ 3,922 $14,570 ------------ ----------- ------------ -----------
EXHIBIT 99.2 AMERIGON INCORPORATED (A DEVELOPMENT STAGE ENTERPRISE) CONDENSED STATEMENT OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) APRIL 23, 1991 THREE MONTHS (INCEPTION) ENDED MARCH 31, TO MARCH 31, 1996 1997 1997 ------ ------ --------------- (UNAUDITED) (UNAUDITED) Revenues: Development contracts and related grants $3,054 $384 $16,313 Grants - 12 6,168 ------- ------- ------- Total revenues 3,054 396 22,481 ------- ------- ------- Costs and Expenses: Direct development contract and related grant costs 2,771 869 19,187 Direct grant costs - 28 4,760 Research and development 384 256 9,043 Selling, general and administrative, including reimbursable expenses 555 794 14,581 ------- ------- ------- Total Costs and Expenses 3,710 1,947 47,571 ------- ------- ------- Operating Loss (656) (1,551) (25,090) Interest Income 36 67 633 Interest Expense (117) (328) ------- ------- ------- Net Loss Before Extraordinary Item (620) (1,601) (24,785) Extraordinary Loss on Extinguishment of Debt - 340 340 ------- ------- ------- Net Loss ($620) ($1,941) ($25,125) ------- ------- ------- ------- ------- ------- Net Loss Per Share Before Extraordinary Item ($0.15) ($0.25) ------- ------- ------- ------- Net Loss Per Share ($0.15) ($0.30) ------- ------- ------- ------- Weighted Average Number Of Shares Outstanding 4,050 6,488 ------- ------- ------- -------