0001072613-11-000520.txt : 20110525 0001072613-11-000520.hdr.sgml : 20110525 20110525164315 ACCESSION NUMBER: 0001072613-11-000520 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110525 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110525 DATE AS OF CHANGE: 20110525 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: 001-32534 FILM NUMBER: 11871435 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_17128.htm FORM 8K DATED MAY 25, 2011 form8-k_17128.htm


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):  May 25, 2011




ZAP
(Exact name of Registrant as specified in its charter)




                 
California
            
0-303000
                      
94-3210624
(State or other jurisdiction of
incorporation or organization)
           
Commission File Number
                       
IRS Employer
Identification Number
          
501 Fourth Street
Santa Rosa, CA
                                        
95401
(Address of principal executive offices)
                                        
(Zip Code)

(707) 525-8658
(Registrant’s telephone number, including area code)
 
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:

o
 
Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)
 
       
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
       
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
       
o
 
Pre-commencement communications pursuant to Rule 13e-14(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



 
 
 
 
 
Section 2
Financial Information

Item 2.02              Results of Operations and Financial Condition

ZAP hereby furnishes the information set forth in its press release dated May 24, 2011 announcing 2011 first quarter financial results, a copy of which is attached as Exhibit 99.1.
 
 

 
Section 9 
Financial Statements and Exhibits
 
Item 9.01              Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit                  Description
 
99.1                        Press release issued by ZAP on May 24, 2011, regarding 2011 first quarter financial results.
 
 
 
 
 
 
2

 
 
 
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.
 
 
 
 
ZAP
 
     
     
     
     
       
Dated:    May 25, 2011
By:
/s/ Steven M. Schneider  
    Steven M. Schneider  
    Co-Chief Executive Officer  
       
 
 
 
 
 
 
     
     
       
Dated:    May 25, 2011
By:
/s/ Alex Wang  
    Alex Wang  
    Co-Chief Executive Officer  
       
 

 
3

 
 
EX-99.1 2 exh99-1_17128.htm PRESS RELEASE Unassociated Document
EXHIBIT 99.1
 
FOR IMMEDIATE RELEASE

ZAP Jonway Announces its First Quarter 2011 Consolidated Results Following Completion of the Acquisition of 51% of Jonway Automobile

SANTA ROSA, Calif. (May 24, 2011) -- ZAP Jonway (OTCBB:ZAAP.ob) recently filed its Form 10-Q for the quarterly period ended March 31, 2011, which included consolidated financial results for the first time taking into account ZAP’s acquisition of 51% of the equity shares of Zhejiang Jonway Automobile Co. Ltd., or Jonway Automobile, located in Sanmen, Zhejiang, China, in January 2011. We refer to this transaction as the Jonway Acquisition. The Jonway Acquisition was the result of a yearlong effort by both parties. Jonway Automobile is an ISO 9000 production-ready automobile manufacturer in China with facilities that were installed in 2009. Through the Jonway Acquisition, ZAP has been able to gain access to a cost-competitive production team in China with manufacturing expertise and access to China’s growing electric vehicle, or EV, market. This complementary relationship is further enhanced by ZAP’s EV technology and expertise, which adds to Jonway Automobile’s existing traditional vehicle sales business and broadens its global sales footprint.

In the quarter ended March 31, 2011, consolidated net sales were US$11.7 million and consolidated net loss was US$9.9 million for the same period. By comparison, in the quarter ended March 31, 2010, net sales were US$848,000 and net loss was US$3.24 million for the same period. The increase in net sales and net loss in the quarter ended March 31, 2011 was primarily related to the Jonway Acquisition which was completed in January 2011 and the inclusion of results of operations of Jonway attributed to ZAP following the closing of the transaction.

In the quarter ended March 31, 2011, consolidated net loss included approximately US$6 million in losses attributed to ZAP, of which more than half were non-cash and a significant portion of the non-cash losses were related to the Jonway Acquisition. In addition, consolidated net loss included US$3.3 million in losses due to a one-time charge of various acquisition price adjustments. Of the non-cash losses from ZAP, approximately US$1.5 million were expenses related to stock-based compensation, amortization of distribution rights and management fees related to the Jonway Acquisition, and a non-cash charge of US$1.8 million for interest expenses related to the discounted price of the US$19 million convertible note issued by ZAP in connection with funding used to complete the Jonway Acquisition. Non-recurring expenses for the quarter included a one-time cash payment of US$650,000 in legal and audit fees in connection with the Jonway Acquisition.

The Jonway Acquisition was completed on January 21, 2011. If ZAP had completed the Jonway Acquisition on January 1, 2011, the combined net sales of ZAP and Jonway Automobile would have been US$19.5 million in the quarter ended March 31, 2011. This supplemental information is not necessarily indicative of the results of operations that actually would have been achieved had we actually acquired Jonway at the beginning of 2011 nor is it intended to be indicative of future results.

 
 

 
ZAP Jonway intends to focus on China’s growing EV market. ZAP intends to narrow its EV product line in the United States to a small number of strategic automobiles, and ZAP intends to streamline its corporate resources to accelerate production in China to address the EV market opportunity in China. ZAP Jonway also intends to take advantage of subsidies currently available from the central and local governments in China, including from 60,000 RMB (US$9000) to 100,000 RMB (US$15,000) in manufacturers rebates for each fully electric vehicle sold in China. In addition, ZAP Jonway intends to continue capital investment on molds for new electric vehicle products and to continue to incur expenditures on R&D engineering for type approval and certification. Further, Jonway Automobile is expected to establish additional credit lines with Chinese banks to finance working capital requirements and increase its manufacturing capability to accommodate the new EV manufacturing line and new traditional vehicle models anticipated to be introduced at the end of 2012.

In addition, ZAP Jonway plans to deliver early pre-production models of the A380EV to the Shanghai Yangpu government for its Green City Project in the second quarter of 2011. The full production of the A380EV is expected in the latter part of the fourth quarter of 2011. ZAP Jonway anticipates that the Alias model will follow in early 2012.

The Company will host a webcast of the earnings release on
Date 
Wednesday, May 25, 2011
Time 
1:30 pm Pacific Daylight Time / 4:30 pm Eastern Time
Link 
http://phx.corporate-ir.net/playerlink.zhtml?c=92158&s=wm&e=4104490
Note: Make sure to use the complete link in your web browser.
 
 
Thomson Reuters will webcast this call that can be accessed at ZAP’s website at http://www.zapworld.com/Investors by clicking on the conference call link on the top right of the page. It may be necessary for first time visitors to go to the site prior to the scheduled call to download and install any necessary audio software.

A selected subset of questions submitted in advance via email to investor@zapworld.com prior to 4:00 PM PDT, Tuesday May 24th, 2011 will be addressed during the call.

ZAP Jonway news and information is available at http://www.zapworld.com.

This press release contains forward-looking statements. Investors are cautioned that such forward-looking statements involve risks and uncertainties, including, without limitation, continued acceptance of ZAP's products, increased levels of competition, new products and technological changes, ZAP's dependence upon third-party suppliers, intellectual property rights and other risks detailed from time to time in ZAP's periodic reports filed with the Securities and Exchange Commission.

 
 

 
ZAP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands; except per share data)
(Unaudited)
 
   
For the Three Months Ended
 
   
March 31,
 
   
2011
   
2010
 
             
             
Net sales
 
$
11,708
   
$
848
 
Cost of goods sold
   
(10,648
)
   
(732
)
                 
Gross profit
   
1,060
     
116
 
                 
Operating expenses:
               
Sales and marketing (non cash of $629 in 2011 and $961 in 2010, respectively)
   
1,914
     
227
 
General and administrative (non-cash of $3,871 in 2011 and $850 in 2010, respectively)
   
6,159
     
2,226
 
Research and development
   
769
     
376
 
                 
Total operating expenses
   
8,842
     
2,829
 
                 
Loss from operations
   
(7,782
)
   
(2,713
)
                 
Other income (expense):
               
Interest expense, net
   
(1,850
)
   
(486
)
Loss from equity interest from joint venture
   
(73
)
   
(45
)
Gain (loss) on financial instruments
   
(358
)
   
392
 
Other income
   
143
     
 
                 
Total other expense
   
(2,138
)
   
(139
)
                 
Loss before income taxes
   
(9,920
)
   
(2,852
)
Provision for income taxes
   
21
     
(4
)
                 
Consolidated net loss
 
$
(9,899
)
 
$
(2,856
)
Less: net loss attributable to non controlling interest
   
(1,900
)
   
 
Net loss attributable to ZAP
 
$
(7,999
)
 
$
(2,856
)
                 
Net loss per share attributable to ZAP common shareholders:
               
Basic and diluted
 
$
(0.04
)
 
$
(0.03
)
Weighted average number of common shares outstanding:
               
Basic and diluted
   
209,273
     
104,525
 


Contact:

ZAP Jonway USA
Alex Campbell,
+1-707-525-8658 ext. 241
acampbell@zapworld.com