FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 1998
TURBODYNE TECHNOLOGIES INC.
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(Translation of registrant's name into English)
SUITE 510, 1090 WEST PENDER STREET, VANCOUVER, BC, CANADA, V6E 2N7
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(Address of principal executive offices)
[Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F
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[Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes No X
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[If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b):82
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
TURBODYNE TECHNOLOGIES INC.
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(Registrant)
Date: APRIL 6, 1998 By: /S/ ANDREW LEE
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CORPORATE SECRETARY
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(Signature)*
*Print the name and title of the signing officer under his signature
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THIS IS THE FORM OF MATERIAL CHANGE REPORT REQUIRED UNDER SECTION 85(1)
OF THE SECURITIES ACT.
FORM 27
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SECURITIES ACT
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MATERIAL CHANGE REPORT UNDER SECTION 85(1) OF THE ACT
ITEM 1. REPORTING ISSUER
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TURBODYNE TECHNOLOGIES INC.
Suite 510, 1090 West Pender Street
Vancouver, British Columbia V6E 2N7
Telephone: 604-682-8854
Facsimile: 604-688-8621
ITEM 2. DATE OF MATERIAL CHANGE
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March 30, 1998
ITEM 3. PRESS RELEASE
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March 30, 1998
ITEM 4. SUMMARY OF MATERIAL CHANGE
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Turbodyne Technologies Inc. ("Turbodyne") announced it has signed an
exclusive distribution agreement with Astoria International S.A.
("Astoria"), a prominent Brazilian business group, for representation
and distribution of Turbodyne's Turbopac TM products in Brazil,
effective April 1,1998.
ITEM 5. FULL DESCRIPTION OF MATERIAL CHANGE
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Turbodyne announced it has signed an exclusive distribution
agreement with Astoria International S.A. ("Astoria"), a
prominent Brazilian business group, for representation and
distribution of Turbodyne's Turbopac products in Brazil,
effective April 1,1998.
"The agreement provides for a minimum quantity of 1,000
Turbopacs TM in the first year, 5,000 in the second year, and
25,000 in the third year," said Walter Ware, Turbodyne's
President & CEO. "Total sales revenue will be dependent upon
the mix of product models shipped."
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"Astoria has the necessary business expertise, integrity and
financial capability to successfully import, warehouse, market
and distribute Turbopacs TM in the heavy-duty commercial vehicle
sector in Brazil, which consists of almost four million trucks
and buses", Ware continued.
Astoria, a 20-year old company, also represents Sumitomo
Trading Co., Seiko Industries, and Nippon Magnetics, among
others. Lener Marangoni, a principal of the company and a
well-respected international banker, is the past President and
CEO of Banco VR S.A., a unit of Vale Refeicao Ltda., one of
the largest conglomerates in Brazil. Marangoni has been a
frequent speaker at conferences promoted by Euromoney, Goldman
Sachs, Gazeta Mercantil and international banks, regarding
finance and foreign investments in Brazil and Latin America.
"This is an extremely well-timed relationship for both
companies," said Mr. Marangoni. "Brazil has made the
environment a top priority, recently enacting new laws that
impose enormous fines on businesses that pollute the air. The
government is now equipped with a tough legal weapon that
makes it very costly for companies to pollute, and we believe
the Turbopac TM is the answer for potential customers to
immediately comply with the law."
Recently announced (press release-3/24) test results on
transit buses, showing decreased pollutant emissions and fuel
consumption, have prompted Astoria to establish a sales office
and showroom in Sao Paulo. This action is expected to lead to
the establishment of a wholly-owned subsidiary, TURBODYNE DO
BRASIL LTDA., before the end of the year, and future plans
call for manufacturing under license in Brazil.
Turbodyne Systems, the high technology division of Turbodyne,
manufactures, designs, markets and develops patented
pollution-reduction, fuel economy and performance enhancing
technology for internal combustion engines in the automotive,
transportation, construction, marine, agriculture, mining,
military and power generation industries. Commercial sales
have begun. Turbodyne's light metals division is a
manufacturer of machined aluminum castings and a leading
supplier to the automotive industry, providing $39 million in
revenues in 1997.
BRAZIL AGREEMENT
MARCH 30, 1998
Offices and plants are located in Carpinteria, La Mirada,
Encinitas and Woodland Hills, CA; Ensenada and Mexico City,
Mexico; Northants, England; Frankfurt, Germany; Vancouver,
Canada; and Paris, France.
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ITEM 6. RELIANCE ON SECTION 85(2) OF THE ACT
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Not applicable.
ITEM 7. OMITTED INFORMATION
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Not applicable.
ITEM 8. SENIOR OFFICERS
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Mr. Walter F. Ware
President & Chief Executive Officer
c/o Turbodyne Technologies Inc.
21700 Oxnard Street
Suite 1550, Warner Center
Woodland Hills, California 91367
Telephone: (800) 350-2031
Facsimile: (818) 593-2284
ITEM 9. STATEMENT OF SENIOR OFFICER
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The foregoing accurately discloses the material change
referred to herein.
April 8, 1998
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Date
/s/ ANDREW LEE
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(signature)
ANDREW LEE
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Name
CORPORATE SECRETARY
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Position
VANCOUVER, BRITISH COLUMBIA
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Place of Declaration
