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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934
DECEMBER 29, 1999
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Date of Report (Date of earliest event reported)
ILLINOIS SUPERCONDUCTOR CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-22302 36-3688459
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(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
451 KINGSTON COURT, MT. PROSPECT, ILLINOIS 60056
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(Address of principal executive offices) (Zip Code)
(847) 391-9400
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On December 29, 1999, Illinois Superconductor Corporation issued a
press release announcing that the syndicate (consisting of Alexander Finance,
L.P., Elliott Associates, L.P., and Westgate International, L.P.) that on
November 5, 1999 invested $1 million in ISC senior secured convertible notes
together with warrants, has exercised its rights to invest an additional $1
million on the same terms. A copy of the December 29, 1999 press release is
attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99.1: Press Release issued by Illinois Superconductor
Corporation (the "Company") on December 29, 1999 announcing investment in the
Company.
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SIGNATURE
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.
ILLINOIS SUPERCONDUCTOR CORPORATION
By: /s/ Cynthia Quigley
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Cynthia Quigley
Acting Chief Financial Officer
Date: December 30, 1999
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EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION OF EXHIBITS
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99.1 Press Release issued by Illinois Superconductor Corporation (the
"Company") on December 29, 1999 announcing investment in the
Company.
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EXHIBIT 99.1
ILLINOIS SUPERCONDUCTOR ANNOUNCES ADDITIONAL $1 MILLION INVESTMENT
Mount Prospect, IL (December 29, 1999) - Illinois Superconductor
Corporation ("OTC Bulletin Board: ISCO"), a leading supplier of superconducting
technology for the wireless telecommunications industry, today announced that
the syndicate that last month invested $1 million in ISC senior secured
convertible notes together with warrants has exercised its right to invest an
additional $1 million on the same terms. The syndicate, consisting of Alexander
Finance, LP, Elliott Associates, L.P., and Westgate International, L.P., has the
right, but not the obligation, to invest up to an additional $4 million on the
same terms during the period ending August 5, 2000.
Illinois Superconductor Corporation is a leader in the
commercialization of high temperature superconducting technology for the
wireless telecommunications industry. The Company develops, manufactures and
markets radio frequency (RF) products to enhance the quality and capacity of
cellular telephone, personal communications services and other wireless
telecommunications services. More information about Illinois Superconductor is
available on the Company's internet web site at http://www.ilsc.com.
Statements contained in this news release that are not historical facts
are forward-looking statements. Such forward-looking statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 and reflect the Company's current expectations regarding the
future results of operations, performance and achievements of the Company. The
Company has tried, whenever possible, to identify these forward-looking
statements by using words such as "anticipates," "believes," "estimates,"
"expects," "plans," "intends" and similar expressions. These statements reflect
the Company's current beliefs and are based on information currently
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available to it. Accordingly, these statements are subject to certain risks,
uncertainties, and contingencies which could cause the Company's actual results,
performance or achievements for 1999 and beyond to differ materially from those
expressed in, or implied by, such statements. These important factors include,
without limitation, the Company's ability to obtain additional financing in the
near future; the Company's history of net losses and the lack of assurance that
the Company's earnings will be sufficient to cover fixed charges in the future;
the degree to which the Company is leveraged and restrictions imposed on the
Company under its existing debt instruments which may adversely affect the
Company's ability to finance its future operations, uncertainty about the
Company's ability to compete effectively against better capitalized competitors
and to withstand downturns in its business or the economy generally; the adverse
effects on liquidity of the Company's common stock because of its de-listing
from the Nasdaq National Market in June 1999; continued downward pressure on the
prices charged for the Company's products due to the competition of rival
manufacturers of front end systems for the wireless telecommunications market;
the timing and receipt of customer orders; the Company's ability to attract and
retain key personnel; and the effects of legal proceedings. A more complete
description of these risks, uncertainties and assumptions is included in the
Company's filings with the Securities and Exchange Commission, including those
described under the heading "Risk Factors" in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998. The Company undertakes no
obligation to update or revise these forward-looking statements to reflect new
events or uncertainties.
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