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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K/A
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 000-24779
V-TWIN ACQUISITIONS, INC.
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(Exact name of Registrant as specified in its charter)
District of Columbia 52-2110338
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1707 H St. N.W. #200
Washington, DC 20006
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(Address of principal executive offices) (Zip Code)
(703) 437-9886
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(Issuer's telephone number)
Check whether the Issuer (1) filed all report required to be file by Section 13
or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
(1) x YES NO
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(2) x YES NO
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ITEM 5. OTHER EVENTS
V-Twin Acquisitions, Inc. has qualified, with certain provisions and on a
preliminary basis, for floor plan financing arrangements in excess of $1,500,000
with selected finance companies representing four different manufacturers of
motorcycles whose vehicles are for sale in V-Twin's first proposed asset bulk
sale purchase, Cycle Sport Unlimited, Inc., of Herndon and Springfield,
Virginia.
Floor plan financing allows for a motorcycle dealership to carry numerous
motorcycles in their showroom, so that the motorcycles are readily available for
sale. Typically, a motorcycle dealership pays interest on unsold motorcycles.
These floor plan lines have additionally been personally guaranteed by the
President of the Company, Mr. Schwartzbeck, and by the Secretary of the Company,
Mr. Pignatello.
These preliminary approvals from the finance companies should not be construed
in any manner as an agreement between the finance companies and V-Twin to
provide floor plan financing for V-Twin. Once the execution of an Assumption
Agreement between V-Twin, Cycle Sport and the four individual finance companies
is completed at the closing of the Bulk Sale Asset Purchase, then the floor plan
financing approval is considered effectuated and completed. The finalization of
these four Assumption Agreements will result in a forthcoming Form 8-K which
will provide as Exhibits the final relevant documents.
V-Twin now awaits the franchise transfer and approval from the four
manufacturers prior to finalizing its Bulk Sale Agreement with Cycle Sport
Unlimited, Inc.
V-Twin Acquisitions also has available the $400,000 funding amount necessary to
effectuate the closing of the Cycle Sport Unlimited asset bulk sale purchase.
These funds will be accounted for as loans made to the Company in its financial
statements for the quarter ended March 31, 1999. These funds were received from
four investors for the specific purpose of closing the Cycle Sport transaction
and to provide for additional operating capital. These funds may also be
expended to cover letters of credit required by the floor plan financing
companies. These funds are available to the Company for only the purposes set
forth hereinabove, and the money can be utilized from the First Virginia Bank
account only with the proper authorization from a representative of the four
investors. There exists no written loan agreement for these funds at this time,
nor is any contemplated. Thus, these agreements should not be considered final.
Should the Cycle Sport transaction not be effectuated, these funds will be
returned in full to the four investors.
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There were no securities issued by the Registrant with regards to the above
referenced financing, and no affiliates of the Registrant were part of the
investment group contributing the $400,000.
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.
V-Twin Acquisitions, Inc.
April 5, 1999 /s/ Ted L. Schwartzbeck
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Ted L. Schwartzbeck
President
/s/ A. Jay Pignatello
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A. Jay Pignatello
Secretary
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