f8k_012208i101.htm
UNITED
STATES
SECURITIES
AND EXCHANGE
COMMISSION
Washington,
DC
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): January 22, 2008
ZAP
(Exact
name of Registrant as specified in charter)
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California
(State
or other jurisdiction
of
incorporation)
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0-303000
(Commission
File Number)
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94-3210624
(IRS
Employer
Identification
Number)
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501
Fourth Street
Santa
Rosa, California 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).
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Written
communications pursuant to
Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17
CFR240.14a-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-4(c) under the Exchange Act (17 CFR
240.13(e)-4(c))
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Item
1.01
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Entry
into a Material Definitive
Agreement
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The
following discussion provides only a
brief description of the documents described below. The discussion is qualified
in its entirety by the full text of the agreements, which are attached to this
Current Report on Form 8-K as exhibits.
Vehicle
Distribution
Agreement
On
January 22, 2008, ZAP (the “Company”)
entered into a Vehicle (Buses & Coaches) Distribution Agreement (the
“Distribution Agreement”) with Jinhua Youngman Automobile Sales Co. Ltd., a
company organized in the People’s Republic of China (“Youngman”) pursuant to
which Youngman appointed the Company as the sole exclusive distributor for
the
North America region.
Pursuant
to the Distribution Agreement,
the Company was granted exclusive rights to market, sell and distribute all
vehicles over 12 meters in length manufactured by Youngman, including transit
buses and coaches, within the North American market. The Company was
granted the exclusive rights for 12 months (the “Term”) during which the Company
has agreed to sell a certain number of vehicles within each of the U.S., Canada
and Mexico (each a “Target Number “). Pricing of the vehicles to the
Company will be Youngman’s Asia Pacific pricing and discount structure (the
lowest pricing available).
The
Company will be responsible for the
certification and homologation of the vehicles in the U.S., Canada and
Mexico. The Company will provide certification and homologation
standards for all three countries to Youngman by February 21, 2008 and Youngman
will provide sample vehicles meeting those standards to the
Company.
If
the Company sells the Target Numbers
of vehicles in the U.S., Canada and Mexico during the Term, Youngman shall
extend the Term for another 12 months and the Target Numbers will be
increased. In that event, Youngman will also grant the Company the
right to assemble some of the vehicles in the U.S. Youngman will
provide the vehicles to be assembled in a semi knock down form, where engine,
transmission, clutch, tires and vehicle lamps can be purchased from Youngman
to
be integrated and assembled in the U.S. With the approval of Youngman, some
of
those components can be purchased within America.
If
the Company fails to sell the Target
Numbers of vehicles in the U.S., Canada and Mexico during the Term, Youngman
has
the right to revoke the exclusive rights granted to the Company; however, the
Company would retain non-exclusive rights to market, sell and distribute the
vehicles.
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.
Dated:
February 4,
2008 ZAP
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By: /s/
Steven M.
Schneider
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Steven
M.
Schneider
Chief
Executive
Officer
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