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) September 15,
2005
ZAP
(Exact name of registrant as specified in its charter)
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California
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0-303000
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94-3210624 |
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(State or other jurisdiction
of incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.) |
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501 Fourth Street
Santa Rosa, CA
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95401 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants
telephone number, including area code (707) 525-8658
Not Applicable
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the Registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-14(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Section 1. Registrants Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
On September 15, 2005, Voltage Vehicles, a wholly-owned subsidiary of ZAP, entered into an
agreement with Obvio! Automotoveiculos S.P.E. Ltda, a special purpose company of Brazil (OBVIO)
for the purchase and exclusive license to sell Obvio Cars in North America with a non-exclusive
license to sell such cars in other parts of the world. OBVIO has agreed that the cars will comply
with all Environmental Protection Agency, Department of Transportation/Federal Motor Vehicle Safety
Standards and California Air Resource Board standards. The Agreement has an initial term of 21
years commencing upon receipt of all required approvals and permits (Permits) to sell the cars in
the United States and the State of California, provides for a license fee of $490,000, and requires
the purchase of at least 50,000 cars during the initial three-year period after all Permits have
been obtained. The Agreement provides for the purchase of two models, the OBVIO 828/2 and the
OBVIO 012, with the purchase prices to be acceptable to ZAP and with estimated price ranges of
$11,000 to $14,000 and $24,000 to $28,000 for the 828/2 and 012 models, respectively. ZAP has the
right to use the OBVIO name in the sale of the cars, as well as the right to also use the ZAP name
at its election. After the initial three-year term, subsequent purchase amounts are to be
determined by mutual agreement of the parties.
OBVIO is in the process of setting up its manufacturing facility in Brazil and designing the
two car models that are subject to the Agreement with ZAP. It currently has a running prototype of
the 828/2 model and a static prototype of the 012 and has agreed to deliver a prototype of each
model to ZAP by November 15, 2005. The Agreement provides that OBVIO must have all Permits and be
ready to ship the first shipment of at least 50 cars by October 1, 2007. A total of at least 7,500
cars are to be purchased and shipped during the first 12 months commencing with and including the
first shipment.
The above description of the material terms of the Agreement is not a complete statement of
the parties rights and obligations. The above statements are qualified in their entirety by
reference to the Exclusive Purchase, License and Supply Agreement, a copy of which is attached to
this Current Report on Form 8-K as Exhibit 10.26
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Section 7. Regulation FD
Item 7.01 Regulation FD Disclosure
On September 21, 2005, ZAP issued a press release announcing an Exclusive Purchase, License
and Supply Agreement with Obvio! Automotoveiculos S.P.E. Ltda. A copy of the press release is
attached as Exhibit 99.1 to this report.
Section 9. Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
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Exhibit |
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Exhibit Title or Description |
10.26
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Exclusive Purchase, License and Supply Agreement with Obvio!
Automotoveiculos S.P.E. Ltda dated September 15, 2005 |
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99.1
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Press Release dated September 21, 2005 |
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