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): June 22, 2000
VALENCE TECHNOLOGY, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-20028 77-0214673
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation File Number) Identification No.)
301 CONESTOGA WAY
HENDERSON, NEVADA 89015
(Address of Principal Executive Offices)
(702) 558-1000
(Registrant's Telephone Number)
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. OTHER EVENTS.
During June 2000 the Company entered into separate private placement
funding arrangements with Acqua Wellington Value Fund Ltd. ("Acqua Wellington"),
an institutional investor, and Carl E. Berg ("Mr. Berg"), a principal
stockholder and director of the Company, for an equity investment commitment
totaling $25 million. Acqua Wellington funded $12.5 million on June 29th by the
purchase of 846,665 shares of common stock and a warrant to purchase 169,333
shares, exercisable at $18.45 per share. The remaining $12.5 million is in the
form of a binding commitment from Mr. Berg for funding through the fiscal year
end. The draw down of this Berg commitment is at the Company's option. Only the
institutional investor has registration rights on its shares. The Company has
agreed to file a registration statement with respect to the Acqua Wellington
shares, to be effective within 120 days of closing.
Item 7. EXHIBITS.
EXHIBIT NUMBER DESCRIPTION
4.1 Form of Common Stock Purchase Agreement dated June 28, 2000 between
the Company and Acqua Wellington Value Fund Ltd. for up to $12,500,000
Common Shares of the Company
4.2 Form of Warrant dated June 28, 2000 to Acqua Wellington Value Fund
Ltd.
4.3 Form of Registration Rights Agreement dated June 28, 2000 between the
Company and Acqua Wellington Value Fund Ltd.
4.4 Letter of Intent dated June 22, 2000 between the Company and Carl E.
Berg for up to $12,500,000 of Common Shares of the Company
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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.
June 29, 2000 VALENCE TECHNOLOGY, INC.
By: /S/ JAY L. KING
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Jay L. King
Vice President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBITS
4.1 Form of Common Stock Purchase Agreement dated June 28, 2000 between
the Company and Acqua Wellington Value Fund Ltd. for up to $12,500,000
Common Shares of the Company
4.2 Form of Warrant dated June 28, 2000 to Acqua Wellington Value Fund
Limited
4.3 Form of Registration Rights Agreement dated June 28, 2000 between the
Company and Acqua Wellington Value Fund Ltd.
4.4 Letter of Intent dated June 22, 2000 between the Company and Carl E.
Berg for up to $12,500,000 of Common Shares of the Company
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