-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JdZQt7EJous+24zccZ9IVc256O/SysuSfAwvOM2MCbGF5QzS2/53wko0qZMTGrNP kagZDPXB1Y8x8Aj/o2fkRg== 0001072613-04-002316.txt : 20041210 0001072613-04-002316.hdr.sgml : 20041210 20041210161452 ACCESSION NUMBER: 0001072613-04-002316 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041210 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041210 DATE AS OF CHANGE: 20041210 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZAP CENTRAL INDEX KEY: 0001024628 STANDARD INDUSTRIAL CLASSIFICATION: MOTORCYCLES, BICYCLES & PARTS [3751] IRS NUMBER: 943210624 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30300 FILM NUMBER: 041196586 BUSINESS ADDRESS: STREET 1: 501 FOURTH STREET CITY: SANTA ROSA STATE: CA ZIP: 95401 BUSINESS PHONE: 7075258658 MAIL ADDRESS: STREET 1: 501 FOURTH STREET CITY: SANTA ROSA STATE: CA ZIP: 95401 FORMER COMPANY: FORMER CONFORMED NAME: ZAPWORLD COM DATE OF NAME CHANGE: 19990715 FORMER COMPANY: FORMER CONFORMED NAME: ZAP POWER SYSTEMS INC DATE OF NAME CHANGE: 19970319 8-K 1 form8-k_13142.txt ZAP FORM 8-K ================================================================================ 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) DECEMBER 10, 2004 ZAP (Exact name of Registrant as specified in its charter) CALIFORNIA 0-303000 94-3210624 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 501 FOURTH STREET SANTA ROSA, CA, 95401 (Address of principal executive offices) (707) 525-8658 Registrant's telephone number, including area code ________________________________________________________________________________ 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 (see General Instruction A.2. below): |_| 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 240.13e-4(c)) ================================================================================ Item 7.01 Regulation FD Disclosure The Board of Directors of ZAP has extended the expiration dates and exercise prices of the following Company warrants : 1) Series B and B-2 Warrants were extended from December 31, 2004 to July 1, 2007 with an exercise price of $1.20. 2) Series C and C-2 Warrants were extended from July 1, 2005 to July 1, 2007 with an exercise price of $5.00 However, the Board of Directors did approve a temporary reduction in the exercise price from $5.00 to $3.25 until January 2, 2005. 3) Series D and D-2 Warrants were extended from July 1, 2005 to July 1, 2007 with an exercise price of $8.00. 4) Series K and K-2 Warrants were extended from July 1, 2005 to July 1, 2007 with an exercise price of $1.00. Item 8.01 Other Events. On December 10, 2004 the Board of Directors of ZAP has decided to hold on the forward stock split which was announced on November 23, 2004 . ITEM 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated December 10, 2004- ZAP Board elects to hold on stock split. SIGNATURE 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, thereunto duly authorized. December 10, 2004 ZAP BY: /s/ Steven Schneider - ---------------------- Steven M. Schneider, Chief Executive Officer EX-99.1 2 exh99-1_13142.txt PRESS RELEASE DATED DECEMBER 10, 2004 EXHIBIT 99.1 ------------ ZAP BOARD ELECTS TO HOLD ON STOCK SPLIT SANTA ROSA, California (December 10, 2004) - Automotive manufacturer ZAP (OTC BB:ZAPZ) announced today that its Board of Directors have decided to hold on the forward stock split announced on November 23 because of recent developments. "We believe our Shareholders would benefit more from the current capital structure," said Steve Schneider, Chief Executive Officer of ZAP. "We listen to our shareholders and to the investment community and this decision is based this feedback as well as the view that our recent actions to strengthen our capital structure and marketability of our stock to potential new investors is working. Furthermore, with the current price of the stock, there is the potential for institutional investors to create a position in ZAP." "Indeed, today I am announcing that an institution has recently purchased over 500,000 shares of ZAPZ common stock," added Schneider. "With the growing volume in our stock, it is likely that this institution and others are already beginning to trade stock in ZAP. We expect that with the recent developments at the Company, combined with continued progress in growing our business, will contribute to greater shareholder value creation going forward." On November 22, ZAP announced that the SMART Car was granted a certificate of conformity by the U.S. Environmental Protection Agency, clearing the way for ZAP to organize distribution in the U.S. for the first time. A ten-year old public Company, over the past two years ZAP has expanded its business plan to include automobiles powered by fuel efficient technologies, including electric and hydrogen energy systems. About ZAP ZAP has been a leader in clean transportation technologies since 1994, delivering more than 85,000 vehicles to customers in more than 60 countries. A public company, ZAP is traded on the Over-the-Counter stock exchange under the symbol ZAPZ. The company offers a variety of advanced technology vehicles, including electric cars, bicycles, scooters, motorbikes, underwater scooters and more. For more information, visit http://www.zapworld.com or call +1-707-525-8658. ZAP is not affiliated with, or authorized by, smart gmbh, the manufacturer of SMART automobiles, or the smartUSA division of Mercedes-Benz LLC, the exclusive authorized U.S. importer and distributor of those vehicles. ZAP purchases its vehicles from non-affiliated direct importer Smart-Auto LLC. Forward-looking statements in this release are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties, including, without limitation, continued acceptance of the Company's products, increased levels of competition for the Company, new products and technological changes, the Company's dependence upon third-party suppliers, intellectual property rights, and other risks detailed from time to time in the Company's periodic reports filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----