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): June 23, 2003
AMERIGON INCORPORATED
(Exact name of registrant as specified in its charter)
| California | 0-21810 | 95-4318554 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 500 Town Center Drive, Suite 200, Dearborn, MI | 48126-2716 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (313) 336-3000
Item 5. Other Events.
On June 23, 2003, Amerigon Incorporated (“Amerigon”) announced that it has signed an agreement to sell 1 million newly-issued shares of Amerigon Common Stock, no par value, at $2.50 per share for gross proceeds of $2,500,000. The shares to be sold will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. In separate transactions, voluntary exercises of warrants held by institutional investors are expected to result in gross proceeds to Amerigon of $500,000. An aggregate of 250,000 warrants will be voluntarily exercised at an exercise price of $2.00 per warrant. All of these transactions are expected to fund and close on Friday, June 27, 2003.
A copy of the Company’s news release announcing the offering is filed as an exhibit to this report and is incorporated in this report by reference.
Item 7. Financial Statements and Exhibits
Exhibit 99.1: Company news release dated June 23, 2003.
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/ SANDRA L. GROUF | |
| Sandra L. Grouf, Corporate Secretary and Treasurer | ||
Date: June 23, 2003
Exhibit Index
99.1 Company news release dated June 23, 2003.
Exhibit 99.1
NEWS RELEASE for June 23, 2003 at 7:30 AM EDT
| Contact: |
Allen & Caron Inc | |
| Jill Bertotti (investors) | ||
| jill@allencaron.com | ||
| Len Hall (media) | ||
| len@allencaron.com | ||
| (949) 474-4300 |
AMERIGON OBTAINS COMMITMENT FOR $2.5 MILLION PRIVATE PLACEMENT;
WILL ALSO RECEIVE $500,000 FROM EXERCISE OF WARRANTS
DEARBORN, MI (June 23, 2003) . . . Amerigon Incorporated (Nasdaq:ARGN) today announced that it has signed an agreement with Tokyo-based Ferrotec Corporation (JP: 6890) for that company to invest $2.5 million in Amerigon through the purchase of 1 million newly-issued shares of Amerigon Common Stock at $2.50 per share. Ferrotec, one of the world’s leading developers and manufacturers of thermoelectric devices, is the contract manufacturer of Amerigon’s proprietary Climate Control Seat™ (CCS™) system in Asia and is a current investor in the Company. The shares will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
In separate transactions, a voluntary exercise of warrants by institutional investors will result in gross proceeds to Amerigon of $500,000. An aggregate of 250,000 warrants will be voluntarily exercised at an exercise price of $2.00 per warrant. Both transactions are expected to fund and close on Friday, June 27, 2003.
With this funding, Amerigon’s shareholders equity will exceed the $2.5 million required by Nasdaq for continued listing on the Nasdaq SmallCap Market. Proceeds from these transactions will be used to fund the Company’s initiatives to expand the adoption of CCS in future vehicles, ongoing product and market development and for other working capital needs.
President and CEO Daniel R. Coker stated, “This equity funding will enable us to pursue aggressively our business objectives and gives us additional capital to execute our business plan. I believe it also reflects the confidence these investors have in our technology and future prospects.”
About Amerigon
Amerigon designs, develops and markets its proprietary Climate Control Seat ™ (CCS™) products for sale to automotive and truck original equipment manufacturers (OEMs). This product enhances individual driver and passenger comfort in virtually all climatic conditions by providing cooling and heating to seat occupants, as desired, through an active thermoelectric-based temperature management system. Amerigon is engaged in developing more efficient thermoelectric devices and products for automotive and other market applications. Amerigon maintains sales and technical support centers in Los Angeles, 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, that necessary additional financing may be unavailable, and that adverse conditions in the automotive industry may adversely 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 the Amerigon’s Securities and Exchange Commission filings and reports, including but not limited to its Form 10-Q for the period ending March 31, 2003, and its Form 10-K for the year ended December 31, 2002.
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