-----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, TQB9r7I1STsLgGh9UZJ1N57/L7oordbD+XSj/OPstMOLJ048jdyEsg1/t46Tjs09 xA8pSrCcRfNMvoDPpf3nyg== 0000912057-97-008074.txt : 19970310 0000912057-97-008074.hdr.sgml : 19970310 ACCESSION NUMBER: 0000912057-97-008074 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970307 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERIGON INC CENTRAL INDEX KEY: 0000903129 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 954318554 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-17401 FILM NUMBER: 97552315 BUSINESS ADDRESS: STREET 1: 404 E HUNTINGTON DR CITY: MONROVIA STATE: CA ZIP: 91016 BUSINESS PHONE: 8189321200 424B3 1 PROSPECTUS SUPPLEMENT STICKER AMERIGON INCORPORATED PROSPECTUS SUPPLEMENT DATED MARCH 7, 1997 TO PROSPECTUS DATED FEBRUARY 12, 1997 RECENT DEVELOPMENTS On March 3, 1997, the Company entered into a non-binding letter of intent with a foreign company (the "Potential Co-Venturer") pursuant to which the Company, another party and such Potential Co-Venturer would, subject to the satisfaction of certain conditions specified in the letter of intent, establish a new company to develop and market the IVS-TM- product in the automotive aftermarket. The general terms of the joint venture would require the Company to contribute to the joint venture company all of its assets relating to the IVS-TM- product in exchange for a 16.25% fully diluted equity interest in such company and payment to the Company of $2,000,000 in cash within one year of the parties' execution of a definitive joint venture agreement. The Potential Co-Venturer is to contribute capital agreed by the parties to be necessary to fund the joint venture company's business strategy, in exchange for, among other things, a 60% fully diluted equity interest in such company and the exclusive rights to manufacture, market and sell to automotive and other industries' OEMs all products developed by the joint venture company. It is also contemplated that interim funding of not more than $1,000,000 would be provided by the Potential Co-Venturer prior to consummation of the joint venture transaction. Shares representing the remaining 23.75% equity interest in the joint venture company would be reserved for key officers, working directors and employees of the joint venture company through a stock option plan. The letter of intent is non-binding, and the consummation of the joint venture is subject to numerous conditions, including satisfactory completion of due diligence and the execution of a definitive joint venture agreement. No assurance can be given that the parties will ultimately enter into a definitive joint venture agreement, that the interim funding will be supplied by the Potential Co-Venturer, or that the joint venture will be consummated. -----END PRIVACY-ENHANCED MESSAGE-----