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) JANUARY 15, 1997
U.S. ELECTRICAR, INC.
---------------------
(Exact name of registrant as specified in its charter)
California 0-25184 95-3056150
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5 Thomas Mellon Circle, San Francisco, CA 94134
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 415-656-2400
------------
Page 1 of 3 Pages
Item 9. Sales of Equity Securities Pursuant to Regulation S.
On January 15, 1997, U.S. Electricar, Inc. (the "Company") and Fontal
International Ltd., Geneva, Switzerland ("Fontal"), executed a Loan Agreement
whereby Fontal extended a loan to the Company in an aggregate principal sum of
Sixty Thousand Dollars ($60,000). On January 24, 1997, Fontal extended to the
Company an additional Two Hundred Thousand Dollars ($200,000) under the same
terms and conditions (together referred to herein as the "Loans"). The Loans
were evidenced by a secured Promissory Note (the "Note") which provides for a
term of six months, an interest rate of ten percent (10%) per annum, and the
right to convert at any time, in one or more installments, into shares of the
Company's common stock at the conversion rate described below. The Note and
shares issuable upon conversion thereof have not been registered under the
Securities Act of 1933 in reliance upon Regulation S, promulgated thereunder.
The number of shares to be issued pursuant to any election to convert
any or all of the amount of the Loans and any accrued interest is equal to the
quotient obtained by dividing (x) the amount of the Loans to be converted, by
(y) the conversion price of $0.30 per share. The total number of shares
currently issuable pursuant to such conversion of the Loans is therefore Eight
Hundred Sixty Six Thousand (866,666) shares.
Page 2 of 3 Pages
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 hereunto duly authorized.
Date: JANUARY 30, 1997
U.S. ELECTRICAR, INC.
(Registrant)
By: /s/ Roy Y. Kusumoto
---------------------------------------
Roy Y. Kusumoto
President and Chief Executive Officer
No exhibits are attached.
Page 3 of 3 Pages