American Racing Capital, Inc. - Current report filing (8-K)
January 23 2008 - 1:34PM
Edgar (US Regulatory)
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, AS AMENDED
December
20, 2007
AMERICAN
RACING CAPITAL, INC.
(Exact
Name of Registrant as Specified in Charter)
Nevada
|
0-29057
|
87-0631750
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
9880
Via Pasar, Suite A, San Diego, CA
|
92126
|
(Address
of principal executive offices)
|
(Zip
code)
|
(800)
230-7132
|
|
Registrant’s
telephone number, including area code:
|
|
Not
Applicable
|
(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:
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
|
Item
2.04.
|
Triggering
Events That Accelerate or Increase a Direct Financial Obligation
or an
Obligation under an Off-Balance Sheet
Arrangement.
|
On
December 20, 2007, American Racing Capital, Inc. (the “
Company
”)
received a letter from Gottbetter & Partners, LLP on behalf of Besser
Kapital Fund, Ltd. (“
Besser
”)
and J.
Roebling Fund LP (“
Roebling
”),
the
holders of Senior Secured Convertible Notes of the Company issued on June 20,
2007 (together, the “
Notes
”
and
each, a “
Besser
Note
”
and
a
“
Roebling
Note
”),
whereby Besser and Roebling provided notice to the Company that the Company
is
in default under the Notes and the related Securities Purchase Agreement, Pledge
and Escrow Agreement, Security Agreement and Guarantee, each dated as of June
20, 2007 (collectively, the “
Related
Agreements
”).
The
current principal balances due on the Besser Note and the Roebling Note are
$180,000 and $120,000, respectively. The Notes became due and payable on
December 17, 2007. Besser and Roebling reserve all available legal rights under
the Notes and the Related Agreements.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date:
January
23, 2008
|
AMERICAN
RACING CAPITAL, INC.
|
|
|
|
|
|
By:
/s/
A. Robert Koveleski
|
|
Name:
A.
Robert Koveleski
|
|
Title:
President
& Chief Executive Officer
|
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