| | Read the SEC docs of year ago and today and tell me who the suckers are that ended up stuck holding the bag, snicker....
In January 2005, the Company paid $1,000,000 to Smart Automobile LLC and Thomas
Heidemann (President of Smart Auto LLC) in exchange for a note receivable. The
note bears interest at 5% per annum, payable in 24 equal monthly installments
beginning January 7, 2006. The note is in default as of January 7, 2006 since
the Company has not received the required payments and is uncertain if any
payments will be received in the future and has therefore established a reserve
of $1 million in the event efforts to collect the note are unsuccessful.
...
In January 2005, the Company advanced $1,000,000 to Smart Automobile, LLC and
Thomas Heidemann (President of Smart Automobile, LLC) in exchange for a note
receivable. The note is secured by an interest in certain equipment owned by
Smart Automobile, LLC, and bears interest at 5% per annum and is payable in 24
equal monthly installments beginning January 7, 2006. The Company had also
earlier prepaid $1.6 million to Smart Automobile, LLC as deposits on Smart cars.
The note is in default as of March 31, 2006 and to date the Company has not
received any of the required payments. At this time it is uncertain if any of
the scheduled payments will be received in the future, or if Smart Automobile
has cash resources to repay the loan. Accordingly, the Company has established a
reserve of $1 million. The Company has also named Smart Automobile LLC as a
party in its lawsuit against Daimler Chrysler AG (See Note 15).
...
10.23 Promissory note receivable dated January 6, 2005 for $1 million loan
due from Smart Automobile, LLC and Thomas Heidemann (President Smart
Automobile, LLC) (14)
...
10.24 Security Agreement dated January 6, 2005 from Smart Automobile, LLC
and Thomas Heidemann (President Smart Automobile ,LLC) to secure loan
above. (14)
From: sec.gov
Contrast today's news:
On July 14, 2006, ZAP entered into an agreement (the “Agreement”) with Thomas Heidemann (“Heidemann”) and Smart Automobile LLC (“SA LLC”), providing that, in exchange for 1,000,000 shares of ZAP common stock and a warrant for the purchase of 1,000,000 shares of ZAP common stock at an exercise price of $1.75, ZAP shall receive SA LLC’s inventory of Smart Cars currently being converted by G&K Automotive, consisting of approximately 300 cars, along with all ownership, right, title and interest to all Department of Transportation rights (the “DOT Rights”) held by Heidemann and SA LLC. The DOT Rights include all test results from various crash and engineering tests performed or paid for by Heidemann and SA LLC, as well as physical ownership of all molds and tools used for Department of Transportation compliance, as well as interior foam and cross beam pieces. Of the 1,000,000 shares of ZAP common stock to be issued by ZAP as consideration for the above transaction, 700,000 shares are dependent upon the continued delivery of Smart Cars, to be paid at a rate of 50,000 shares per 100 Smart Cars delivered to ZAP. The Agreement replaces all prior agreements entered into between the parties relating to the conversion of Smart Cars for the United States market. In connection with the agreement, Heidemann returned the previously issued 7,500 shares of Series SA preferred stock, which shares became authorized but unissued shares of Series SA.
In addition, pursuant to the Agreement, ZAP has agreed to negotiate in good faith to acquire all of the assets of SA LLC and all rights and assets of Heidemann pertaining to the business of SA LLC and the Smart Car (the “Acquisition”). Specifically, ZAP intends to acquire the following assets and rights from Heidemann and SA LLC: (1) the right of ZAP to transact business directly with G&K Automotive; (2) all licenses, equipment, technology and distribution rights of SA LLC; and (3) the cooperation of Heidemann in the acquisition of Smart Cars and all press-related matters. Although the parties have not agreed on the consideration to be paid for the Acquisition, the parties have bound themselves to negotiate in good faith through July 30, 2006, at which time they will jointly engage a mediator to help in the negotiations. Should a mediator be unable to successfully resolve all outstanding matters pertaining to the Acquisition, the parties have agreed to hire an arbitrator to determine all outstanding issues.
From: sec.gov |
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