Current Report · Form 8-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 8-K Form 8-K for Lithium Technology Corporation 7 27K
2: EX-10.42 Termination Agreement,Dated Dec. 31,2001 14 64K
3: EX-10.43 Warrant Amendment Agreement,Dated Dec.31,2001 4 17K
4: EX-10.44 License Agreement,Dated Dec.31,2001 7 30K
5: EX-10.45 License Agreement Dated Dec 31,2001 7 30K
6: EX-10.46 Note Purchase and Note Agreement,Dated Dec.31 2001 21 79K
7: EX-10.47 Interim Financing Letter Agreement 10 49K
8: EX-10.48 Form of Convertible Promissory Note 5 23K
9: EX-99.7 Press Release Dated Jan. 9, 2002 2 14K
EX-99.7 · Press Release Dated Jan. 9, 2002
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Exhibit 99.7
[LITHIUM LETTERHEAD]
For Immediate Release
LITHIUM TECHNOLOGY CORPORATION
COMPLETES FIRST PART OF STRATEGIC RESTRUCTURING
Plymouth Meeting, PA, January 9, 2002. Lithium Technology Corporation ("LTC",
the "Company") (OTC Bulletin Board LITH.OB), a pilot line stage rechargeable
lithium battery manufacturer, announced today that it had completed the first
step in a previously announced strategic restructuring of the Company. (See LTC
press release of December 12, 2001.) In the first phase, LTC and Ilion
Technology Corporation formally terminated their Merger Agreement to pave the
way for LTC's planned merger with the German lithium polymer battery company
GAIA Akkumulatorenwerke GmbH ("GAIA") as part of a new equity financing
initiative orchestrated by Arch Hill Capital N.V. ("Arch Hill") of the
Netherlands, the sole stockholder of GAIA.
Under the Merger Termination Agreement, Ilion sold $3,949,000 in notes to Arch
Hill and converted the balance of $1,300,000 in notes into 13,000,000 shares of
restricted LTC common stock. Ilion also received warrants to purchase a total of
12,500,000 shares of LTC common stock, an increase of 5,000,000 warrants over
the number in the original Merger Agreement. In addition, LTC and Ilion entered
into reciprocal technology licensing agreements.
Definitive agreements relating to the merger with GAIA through a share exchange
and an equity financing of approximately $6,000,000 are presently being
coordinated by all parties. The financing transaction is expected to close in
two stages between now and the end of the first quarter of 2002 and is a
condition precedent to the merger. GAIA's merger into LTC is proceeding as
planned and is expected to be completed during this same timeframe after all
German government consents have been received. Arch Hill will advance monies to
LTC to enable the Company to meet its working capital needs until the financing
closes. Funds provided by Arch Hill for this purpose will be applied against the
principal at closing.
New York based Colebrooke Capital continues to act as advisor to LTC in this
transaction and in the planned repositioning of the Company to enhance
shareholder value.
LTC and GAIA are already working together in focusing their combined
technologies and operational capabilities on two major applications areas which
show great promise: (1) advanced automotive batteries for 42-volt systems and
Hybrid Electric Vehicles (HEVs); and (2) large stationary batteries for
renewable energy markets. It is LTC's conviction that both of these areas
present rapidly expanding market opportunities for the Company's unique large
footprint
flat cells and large stacked cell battery assemblies, as well as for GAIA's
large wound cells in hermetically sealed prismatic containers. LTC and GAIA
remain on track to deliver prototype 42-volt batteries to a major German
automobile manufacturer in the first quarter of 2002. Many niche opportunities
presently exist which will allow LTC and GAIA to begin generating revenues as
these major markets develop. The two companies are also exploring several
options for achieving volume production capabilities to meet market demands,
including joint ventures with other key players.
LTC's Chairman & CEO, David J. Cade, said: "Although LTC's relationship with
Ilion evolved in a different manner than was originally envisioned, we view the
outcome as being very positive for both companies. LTC, together with GAIA,
enthusiastically welcomes the opportunity to embark on a new course which we
believe will benefit all LTC shareholders, including Ilion as well as our new
investors."
The foregoing information contains forward-looking statements which involve
risks and uncertainties relating to such matters as financial performance,
technology development, capital raising, business prospects, strategic
partnering and similar matters. A variety of factors could cause LTC's actual
results and experience to differ materially from anticipated results or other
expectations expressed in these forward-looking statements. This notice does not
constitute an offer of any securities for sale.
CONTACT:
LITHIUM TECHNOLOGY CORPORATION COLEBROOKE CAPITAL, INC.
PHONE: (610) 940-6090 EXT. 108 PHONE: (212) 583-9086
FAX: (610) 940-6091 FAX: (212) 583-9580
E-MAIL: INVESTORRELATIONS@LITHIUMTECH.COM E-MAIL: SKCOLEBROOKE@INAME.COM
Dates Referenced Herein and Documents Incorporated By Reference
| Referenced-On Page |
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| This 8-K Filing | | Date | | First | | Last | | | Other Filings |
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| |  |
| | 12/12/01 | | 1 | | | | | 8-K |
| For The Period Ended | | 1/8/02 | | | | | | | 3 |
| | 1/9/02 | | 1 |
| Filed On / Filed As Of | | 1/23/02 |
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