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): February 25, 2000
MOTO GUZZI CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 000-22813 13-3853272
(State or other jurisdiction of (Commission file (I.R.S. employer
incorporation or organization) number) identification no.)
350 Park Avenue 10022
New York, NY
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (212) 644-4441
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Item 5. Other Events.
Moto Guzzi Corporation (the "Company") issued a press release on
February 29, 2000 which is attached hereto as Exhibit 99.1 and by this reference
incorporated herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit No. Description
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99.1 Press release issued by the Company dated
February 29, 2000.
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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 thereunto duly authorized.
MOTO GUZZI CORPORATION
By: /s/ Mark Hauser
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Name: Mark Hauser
Title: Chairman
Date: February 29, 2000
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release issued by the Company dated February 29, 2000.
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Exhibit 99.1
Moto Guzzi Issues $6 Million Convertible Preferred Stock Underwritten by FINECO
SIM SPA
NEW YORK--(BUSINESS WIRE)--February 29, 2000--Moto Guzzi Corporation (OTC BB:
GUZI - news; "MOTO GUZZI") today announced that it had raised $6 million of
fresh funds through the issue of a convertible preferred stock due 12/28/01,
which was underwritten by the Italian institution FINECO SIM SPA, on behalf of
its institutional clients. The newly issued shares, which carry a 7% coupon, are
convertible into common stock of the company at $5 per share. The transaction
was facilitated by Moto Guzzi's controlling shareholder Trident Rowan Group,
Inc., (OTC BB: TRGI - news; "TRG").
This financing complements the additional equity provided by TRG to Moto Guzzi
last month.
Mark Hauser, Moto Guzzi's executive chairman, commented, "We are enthusiastic
about today's equity financing. This cash infusion enables Moto Guzzi to
increase production and meet current order levels."
Emanuel Arbib, Trident Rowan Group's co-chief executive officer, stated, "After
January's infusion of capital to Moto Guzzi by TRG and the appointment of Banca
IMI to explore strategic alternatives in connection with TRG's stake in Moto
Guzzi, today's investment reinforces our strategy to assist Moto Guzzi in
maximizing value for all shareholders."
Moto Guzzi is one of the oldest, most storied motorcycle manufacturers in the
world. Headquartered in Mandello del Lario, Italy, the company produces several
models of heavyweight and high-performance motorcycles. With unit sales of about
5,700 in 1998, Moto Guzzi sells its products through a network of over 750
wholly and partially owned importers and independent dealers worldwide. In
addition to motorcycles for the general consumer, Moto Guzzi also manufactures
models targeted at government agencies, national and local police forces and
highway patrols.
"Safe Harbor" statement under the Private Securities Litigation Reform Act of
1995: Statements in this release which are not historical facts are
forward-looking and involve risks and uncertainties, including, but not limited
to, the impact of competitive products and pricing, increased investment to
support product introductions, market acceptance of products, product
transitions by the company and its competitors, currency fluctuations, changes
in product sales mix, and other risks described in the company's registration
statement and other Securities and Exchange Commission filings.
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