TELEGEN CORP /CO/
8-K, 1998-04-07
TELEPHONE & TELEGRAPH APPARATUS
Previous: ICM ASSET MANAGEMENT INC/WA, SC 13G, 1998-04-07
Next: WONDERWARE CORP, 15-12G, 1998-04-07





                       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 1, 1998



                               TELEGEN CORPORATION
             (Exact name of registrant as specified in its charter)


  California                               14836                 84-067214
  ----------                               -----                 ---------
(State or other jurisdiction of   (Commission File Number)   (I.R.S. Employer
 incorporation)                                              Identification No.)


                                101 Saginaw Drive
                         Redwood City, California 94063
                    (Address of principal executive offices)


                                 (650) 261-9400
              (Registrant's telephone number, including area code)


<PAGE>


Item 5.   Other Events

         On  April  1,  1998  (the  "Closing  Date"),  Telegen  Corporation,   a
California  corporation  (the  "Company"),  sold to  Synercom,  Inc.,  a  Nevada
corporation  ("Synercom"),  all of the  assets  of its  wholly-owned  subsidiary
Telegen  Communications  Corporation,  a  California  corporation  ("TCC"),  for
consideration  consisting of $500,000,  Synercom's  assumption of wage, tax, and
certain other  liabilities,  and certain royalty streams to the Company (ranging
between 1% to 7.5% of gross sales) on certain Synercom  products for up to three
years. The $500,000  consisted of $350,000 in cash and $150,000 in the form of a
note with six quarterly  installments,  payment thereof to begin six months from
the Closing Date.

         Required pro forma financial  statements  reflecting the Company's sale
of TCC will be filed with the  Securities  and Exchange  Commission on or before
April 15, 1998.

         As of April 1, 1998, the Company has obtained oral funding  commitments
for  $750,000,  $500,000 of which has been  advanced to the Company in cash (the
"Bridge  Financing").  The securities  issued in the Bridge Financing shall take
the form of notes with a face value of $750,000,  convertible  to the  Company's
Common Stock,  and two-month  warrants for the purchase of the Company's  Common
Stock for an aggregate  purchase  price of $750,000.  The notes and warrants are
convertible  at $0.38 per share.  If such  warrants  are  exercised,  they would
provide the Company with an additional $750,000.


<PAGE>


                                   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.

                                                    TELEGEN CORPORATION



Dated:   April 6, 1998                              /s/  Fred Y. Kashkooli
                                                         -----------------------
                                                         Fred Y. Kashkooli,
                                                         Chief Executive Officer




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission