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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 16, 1997
AMERICAN TECHNOLOGIES GROUP, INC.
(Exact name of registrant as specified in its charter)
NEVADA 0-23268 95-4307525
(State or other jurisdiction of (Commission (IRS. Employer
incorporation or organization) File Number) Identification No.)
1017 SOUTH MOUNTAIN AVENUE, MONROVIA, CA. 91016
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (626) 357-5000
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ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
On October 16, 1997 American Technologies Group, Inc. ("ATG" or the
"Company") sold for cash to a foreign investor a 7.5% Convertible Debenture
Due October 15, 1999 in the amount of Three Million Dollars ($3,000,000) (the
"Debenture"). The sale was exempt from registration under the Securities Act
of 1933, as amended, pursuant to Regulation S adopted thereunder.
Commencing on November 30, 1997, up to one third (1/3rd) of the principal
amount of the Debenture together with accrued but unpaid interest may be
converted into ATG Common Stock; commencing on December 30, 1997 up to an
aggregate of two-thirds (2/3rds) of the principal amount of the Debenture
together with accrued but unpaid interest may be converted into ATG Common
Stock and commencing on January 29, 1998, one hundred percent (100%) of the
principal amount of the Debenture together with accrued but unpaid interest
may be converted into ATG Common Stock. The Debenture is convertible into
Common Stock at a conversion price per share equal to the lower of (i) $2.775
or (ii) seventy-five percent (75%) of the average closing bid prices of the
Common Stock for the five consecutive trading days ending on the trading day
immediately preceding the conversion date.
Settondown Capital International, Ltd. and Corporate Capital
Management, LLC acted as placement agents and together received One Hundred
Fifty Thousand Dollars ($150,000) and a Debenture in the principal amount of
Two Hundred Twenty-Five Thousand Dollars ($225,000).
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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, hereunto duly authorized.
AMERICAN TECHNOLOGIES GROUP, INC.
By: /s/ John Collins
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John Collins
Chairman of the Board and
Chief Executive Officer
Date: October 30, 1997
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