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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 (Date of earliest event reported):
April 13, 1998
ASSOCIATED TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 33-55254 87-0485306
(State or other (Commission (I.R.S. Employer
jurisdiction) File Number) Identification No.)
3 Riverside Drive, Andover, MA 01810
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (978) 688-8800
N/A
(Former name and former address, if changed since last report)
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Item 5. Other Events.
Pursuant to the terms of a Securities Exchange Agreement
dated as of December 19, 1997 (the "Exchange Agreement"), by and
among Associated Technologies, Inc., a Delaware corporation (the
"Registrant"), Virtual Music Entertainment, Inc., a Delaware
corporation ("VME") and certain securityholders of VME, the
Registrant acquired a majority of the outstanding capital stock of
VME.
Pursuant to Section 8.7 of the Exchange Agreement, the
Registrant and First Sydney Investments Pty Limited, a related
party of the Registrant, covenanted to advance funds in a total
amount of $2,050,000 to VME at therein specified intervals,
$1,250,000 of which was to have been advanced to VME on or before
March 15, 1998. At this time, however, the Registrant is not in
compliance with the funding covenants respecting additional
advances to VME. To date, the Registrant has advanced $921,500 to
VME. The Registrant's ability to finance its funding requirements
has been materially and adversely impacted by the well-publicized
turmoil in the Asian financial markets.
VME anticipated using such advances to meet its working
capital obligations. In the event the Registrant remains unable to
meet its continuing funding obligations to VME, the business and
operations of VME will be materially and adversely affected.
The Registrant and VME are currently negotiating an
amendment to Section 8.7 of the Exchange Agreement to establish a
new and mutually agreeable funding schedule.<PAGE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
ASSOCIATED TECHNOLOGIES, INC.
By: /s/ Mark Kripp
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Name: Mark Kripp
Title: Chief Financial Officer
Dated: April 13, 1998
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