8K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):  December 23, 2016
 
ZAP
(Exact name of registrant as specified in its charter)
 
California
03-03000
94-3210624
State or other jurisdiction incorporation
Commission File Number
IRS Employer
 
Identification No.
 
 
 
501 Fourth Street, Santa Rosa, CA, 95401
(Address of principal executive offices)                                                          (Zip Code)
 
Registrant's telephone number, including area code:   (707 525-8658
 
 
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
Section 8-         Other Events
 
Item 8.01          Other Events
 
Effective December 23, 2016, the Company accepted a Conversion Notice from China Electric Vehicle Corporation (“CEVC”) in regards to the Company’s Amended and Restated Promissory Note dated March 22, 2012 (“Note”). The outstanding unpaid principal balance of the Note was $20,679,069 due on December 31, 2016.  Pursuant to the terms of the Note, CEVC elected to convert the unpaid principal balance of the Note into shares of common stock of the Company’s Chinese subsidiary, Zhejiang Jonway Automobile Co. Ltd. (“Jonway Auto”)
 
As a result of the foregoing conversion, the Company’s indebtedness to CEVC under the Note has been satisfied in full and CEVC, or its designee, will hold approximately 39.479% of the  equity of Jonway Auto and the Company’s equity position in Jonway Auto will be reduced from 51% to approximately 11.52%
 
The issuance of the Jonway Auto shares to CEVC or its designee is expected to be completed in the first quarter of 2017.
 
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.
 
   
ZAP
     
Dated: December 29, 2016
By:
/s/ Wang Gang
   
Chief Executive Officer