Attached files
| file | filename |
|---|---|
| EX-10.2 - EX-10.2 - ENER1 INC | v198506_ex10-2.htm |
| EX-10.4 - EX-10.4 - ENER1 INC | v198506_ex10-4.htm |
| EX-10.1 - EX-10.1 - ENER1 INC | v198506_ex10-1.htm |
| EX-10.3 - EX-10.3 - ENER1 INC | v198506_ex10-3.htm |
UNITED
STATES
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):
|
October
1, 2010
|
Ener1,
Inc.
|
Florida
|
001-34050
|
59-2479377
|
||
|
(State
or other jurisdiction
|
(Commission
|
(I.R.S.
Employer
|
||
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
||
|
1540 Broadway, Suite 25C, New
York,
New York
|
10036
|
|||
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code:
|
212
920-3500
|
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:
¨ 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))
Item
1.01 Entry into a Material Definitive Agreement.
On
October 1, 2010, Ener1, Inc. (“Ener1”) entered into a Securities Purchase
Agreement (“SPA”) with Ener1 Group, Inc. (“Ener1 Group”), whereby Ener1 Group
purchased 1,083,714 unregistered shares of Ener1’s common stock, a warrant
exercisable into 174,062 shares of common stock at an exercise price of $3.78
per share (“Class E Warrant”) and a warrant exercisable into 290,102 shares of
common stock at an exercise price of $4.79 per share (“Class F Warrant”) (the
Class E Warrant and the Class F Warrant are collectively referred to as the
“Warrants”). Pursuant to a letter agreement, the Warrants are not
exercisable or transferable by Ener1 Group unless and until Ener1 has obtained
the approval of the holders of a majority of the outstanding shares of its
common stock for the issuance of the Warrants and the issuance of the shares of
common stock upon the exercise thereof. The Warrants expire on the
five year anniversary of the first date on which they can be exercised. The
Warrants have customary anti-dilution adjustments. The aggregate
purchase price for the shares and Warrants was $4,104,783, and net proceeds
to Ener1 after fees and expenses were $3,954,783.
On
October 1, 2010, Ener1 made a $5,000,000 bridge loan to Think Holdings, AS
("Think"). This bridge loan is evidenced by a promissory note (the
"Note") bearing interest at a rate of five percent per annum. The
Note has a maturity date of November 15, 2010. Ener1 currently has a
31% equity stake in Think.
The above
descriptions of the SPA, Warrants and Note are qualified in their entirety by
the full text of the SPA, Warrants and Note, which are attached hereto as
Exhibits 10.1, 10.2, 10.3 and 10.4, and which are hereby incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits.
Exhibit
10.1 Securities Purchase Agreement between Ener1, Inc. and Ener1 Group, Inc.,
dated October 1, 2010.
Exhibit
10.2 Class E Warrant to Purchase Common Stock of Ener1, Inc., dated October 1,
2010.
Exhibit
10.3 Class F Warrant to Purchase Common Stock of Ener1, Inc., dated October 1,
2010.
Exhibit
10.4 Think Promissory Note, dated October 1, 2010.
-2-
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.
|
Ener1,
Inc.
|
||
|
October
7, 2010
|
By:
|
/s/ Charles Gassenheimer
|
|
Name:
Charles Gassenheimer
|
||
|
Title:
Chief Executive Officer
|
||
-3-
Exhibit Index
|
Exhibit No.
|
Description
|
|
|
10.1
|
Securities
Purchase Agreement between Ener1, Inc. and Ener1 Group, Inc., dated
October 1, 2010.
|
|
|
10.2
|
Class
E Warrant to Purchase Common Stock of Ener1, Inc., dated October 1,
2010.
|
|
|
|
||
|
10.3
|
Class
F Warrant to Purchase Common Stock of Ener1, Inc., dated October 1,
2010.
|
|
|
10.4
|
Think
Promissory Note, dated October 1,
2010.
|
-4-