SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
Date of Report - December 2, 1997
(Date of earliest event reported)
UNIQUE MOBILITY, INC.
(Exact name of registrant as specified in charter)
COLORADO
(State or other jurisdiction of Incorporation)
1-10869 84-0579156
(Commission File Number) (I.R.S. Employer Identification No.)
425 Corporate Circle, Golden, Colorado 80401
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,including area code: (303) 278-2002
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UNIQUE MOBILITY, INC.
FORM 8-K
ITEM OF INFORMATION
Item 5. Other Events
The Company issued the following press release regarding the signing of a letter
of intent to acquire Aerocom Industries, Inc.:
FOR IMMEDIATE RELEASE Contact: John S. Gould
Director-Investor Relations
Unique Mobility, Inc.
Release 97-21 (303) 278-2002
UNIQUE MOBILITY ISSUES LETTER OF
INTENT TO ACQUIRE AEROCOM INDUSTRIES
Aerocom's new factory will provide Unique with state-of-the art manufacturing
operations for wheelchair motors and precision gears for industrial and
aerospace markets
Golden, Colorado --December 9, 1997 -- Unique Mobility, Inc. (AMEX:UQM)
announced today that it has issued a letter of intent to acquire Aerocom
Industries, Inc., a privately held, profitable, Boulder, Colorado, precision
gear manufacturer with proforma calendar 1997 sales of $2 million.
The transaction is valued at an estimated $2.7 million plus the
assumption of approximately $1.1 million of debt. Approximately 10 percent of
the purchase price is payable in cash with the balance payable in shares of
Unique common stock. The final acquisition price will be determined by the
appraised value of Aerocom's tangible assets less liabilities assumed and is
expected to include approximately $1.7 million of goodwill. Completion of the
transaction, which is subject to the execution of definitive agreements, due
diligence review and approval of both company's board of directors, is
expected to occur in January 1998.
Aerocom Industries is an established manufacturer of precision gears for
the industrial and aerospace markets. The Company has primarily served
growing niche markets and its customers include "Best in Class" industrial
corporations, one of which has recently issued a purchase order which is
expected to result in a two-fold increase in its manufacturing revenues over
the next eighteen months.
Aerocom is ready to begin construction of a new 20,000 square foot
factory in Frederick, Colorado, which is between Denver and Fort Collins on
the Interstate I-25 corridor, to accommodate its expanding manufacturing
operations. The new factory will include space to accommodate the
manufacturing requirements of Unique Power Products, Inc. (UPP), the operating
subsidiary of Unique charged with bringing Unique's products to commercial
markets. Pending successful consummation of the transaction, UPP will begin
production of wheelchair motors for Invacare Corporation in this space.
In commenting on the acquisition, Unique Mobility Chairman and Chief
Executive Officer Ray Geddes said, "This acquisition represents several
important opportunities for Unique. In it we are getting state-of-the-art
manufacturing equipment along with very experienced operations management, all
of which are critical to our production of quality commercial products. In
addition, gear sets are an integral part of most electric and hybrid electric
propulsion systems, and this acquisition represents a step towards the
vertical integration of our products. The combined operations of UPP and
Aerocom are expected to increase the efficiency of manufacturing operations
and reduce manufacturing overhead burden for each company's products."
"We are excited about joining forces with Unique to grow our
manufacturing operations. Aerocom's core business is growing rapidly and the
broad range of commercial applications for Unique's proprietary technology
promises to further accelerate our growth," said Tom Lang, Aerocom's President
and Chief Executive Officer.
"This transaction is a milestone for Unique as it moves from an R&D
contract-driven company to a manufacturing concern with volume production of
electric motors and electronic controls," said William G. Rankin, Unique's
President and Chief Operating Officer. "Aerocom is an excellent example of
the kind of opportunity at which our acquisition strategy is aimed. With over
two decades of manufacturing experience, Aerocom's management and employees
will greatly enhance our ability to establish world-class manufacturing
operations."
<PAGE>
Unique Mobility, Inc. is one of the world's leading developers of energy
efficient electric and hybrid electric vehicle systems. It is a Golden,
Colorado, based engineering concern and manufacturer of high efficiency
permanent magnet motors and controls for automotive, aerospace and industrial
applications. For more information on the Company, please visit our world wide
web site at http://www.uqm.com.
This release contains forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from those
discussed in this release. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed in the Company's
Registration Statement on Form S-3 (file no. 23843). These forward-looking
statements represent the Company's judgment as of the date of this release.
The Company disclaims, however, any intent or obligation to update these
forward-looking statements.
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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.
Unique Mobility, Inc.
(Registrant)
By: /s/ Donald A. French
Donald A. French
Treasurer and Controller
(Principal Financial and
Accounting Officer)
Date: December 9, 1997
