SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
August 11, 1998
SPARTA SURGICAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-11047 22-2870438
(State or other juris- (Commission (I.R.S. Employer ID
diction of incorporation) File Number) Number)
Bernal Corporate Park
7068 Koll Center Parkway, Pleasanton, CA 94566
(Address of principal executive offices)
Registrant's telephone number, including area code (925)417-8812
not applicable
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
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On July 30, 1998, J&C Resources ("J&C") agreed to convert the amount of
indebtedness owing to it from Sparta Surgical Corporation ("the Company") in the
amount of $751,300 (which consists of principal on a promissory note in the
amount of $165,000, principal on a second promissory note of $375,000, a
consulting fee of $100,000 and accrued interest in the amount of $111,000) into
shares of the common stock $0.002 par value (the "Common Stock") of the Company,
at a conversion price of $0.75 per share. The conversion resulted in J&C's being
issued 1,001,733 shares of the Company's Common Stock.
In conjunction with the conversion of the J&C indebtedness into equity, the
Company borrowed $150,000 from an affiliate of J&C, Asset Factoring, Inc., DBA
Asset Factoring International ("Asset Factoring"). Under the terms of the loan,
the note bears interest at at rate of twelve percent (12%) per annum and shall
become due and payable on or before the first to occur of the following events:
(1) receipt by the Company of proceeds of at least one million dollars
($1,000,000) upon a private sale of its equity securities; or (2) the one year
anniversary of the date of such note. In addition, Asset Factoring was issued
warrants to purchase up to 150,000 shares of the Common Stock at a price of
$0.75 per share, which warrants shall be exercisable at any time within four
years of date of the $150,000 note and which shall carry piggyback registration
rights.
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.
SPARTA SURGICAL CORPORATION
(Registrant)
By:/s/ Thomas F. Reiner
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Thomas F. Reiner, Chairman of
the Board, President & CEO
Dated: August 11, 1998