UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 16, 2011
AMERIGON INCORPORATED
(Exact name of registrant as specified in its charter)
| Michigan | 0-21810 | 95-4318554 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
21680 Haggerty Road, Ste. 101, Northville, MI | 48167 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (248) 504-0500
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 follow provisions:
| ¨ | 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 250.13e-4(c)) |
Explanatory Note:
On May 16, 2011, Amerigon Incorporated, through its wholly-owned subsidiary, Amerigon Europe GmbH, completed the acquisition of a majority interest in W.E.T. Automotive Systems AG, a German company. A Current Report on Form 8-K was filed on May 17, 2011 describing the acquisition. As stated in such Current Report, the financial statements required by item 9.01 concerning the acquisition were not included with such initial report but would be filed by amendment as soon as practicable, but not later than 71 days after the date such Current Report on Form 8-K was required to be filed. Such financial statements are being filed with this first amendment to that Current Report.
Item 9.01 Financial Statements and Exhibits.
Exhibit Number | Description | |||
| 99.1 | Consolidated financial statements of WET Automotive Systems AG for fiscal years ended December 31, 2008, 2009 and 2010 | |||
| 99.2 | Unaudited pro forma condensed combined financial statements of Amerigon as of and for the year ended December 31, 2010. | |||
| 99.3 | Unaudited pro forma condensed combined financial statements of Amerigon as of and for the quarter ended March 31, 2011. | |||
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.
| AMERIGON INCORPORATED | ||
| By: | /s/ BARRY G. STEELE | |
| Barry G. Steele, | ||
| Chief Financial Officer | ||
Date: July 29, 2011
EXHIBIT INDEX
Exhibit Number | Description | |
| 99.1 | Consolidated financial statements of WET Automotive Systems AG for fiscal years ended December 31, 2008, 2009 and 2010 | |
| 99.2 | Unaudited pro forma condensed combined financial statements of Amerigon as of and for the year ended December 31, 2010. | |
| 99.3 | Unaudited pro forma condensed combined financial statements of Amerigon as of and for the quarter ended March 31, 2011. | |