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):  01/15/2016


Neah Power Systems, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Nevada

000-49962

88-0418806

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

22118 20th Avenue SE, Suite 142

Bothell, Washington

 

98021

(Address of principal executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code: (425) 424-3324 

 


 

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))

  

 

 



 

Information About Forward-Looking Statements


This Current Report on Form 8-K of contains forward-looking statements. The words or phrases "would be," "will allow," "intends to," "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," or similar expressions are intended to identify "forward-looking statements." Neah Power Systems, Inc.’s financial and operational results reflected herein should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this Current Report on Form 8-K, except historical and factual information, represents forward-looking statements. This includes all statements about the Company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company's most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the U.S. Securities and Exchange Commission (the “SEC”).

Item 8.01 Other Events


On January 12, 2016 the Company issued a letter to shareholders press release with regard to current activities.


The press release letter to shareholder is attached as Exhibit 99.1.


Item 9.01 Financial Statements and Exhibits


(a) Not applicable.


(b) Not applicable.


(c) Not applicable.


(d) Exhibits.


Exhibit No.

Description

 

 

99.1

Letter to Shareholders dated January 12, 2016 

 

 

 

 



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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Neah Power Systems, Inc.

 

 

 

By:

/s/ David Schmidt

 

 

David Schmidt

 

 

Acting Principal Financial Officer


Date: January 15, 2016

 

 

 

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“NEAH POWER SYSTEMS ISSUES LETTER TO SHAREHOLDERS”

Signed MOU for licensing, continued commercialization


BOTHELL, WA – Jan 12, 2016 - Neah Power Systems, Inc. (OTCBB: NPWZ) (OTC: NPWZ) – today issued the following letter to shareholders:


Dear Fellow Shareholders:

2016 is promising to be a good year for the Company. We continue to get demand for our products from different regions and customers, due to the cost effective, differentiated nature of our offerings.


Signed MOU with South Africa: We ended last year with a signed MOU with a very reputed South Africa Entity (SAE), and we are scheduling a visit to finalize various financial details. This licensing agreement, upon implementation would provide NEAH with high quality products produced cost effectively, allow NEAH to serve the Africa market which is variously projected to be the fastest growing off-grid and renewable energy market. Additionally, this factory would allow us to serve various other markets with the cost effective product from this factory. The current financial proposal includes upfront payments, minimum guaranteed royalty payments and an ownership stake for Neah shareholders in the JV created in South Africa.


Defense Research and Development Organization (DRDO) licensing agreement: We are in commercial close in this effort, and have submitted a licensing proposal for the PowerChip® fuel cell to the DRDO, Government of India. We are scheduling a negotiation date to finalize the current proposal. In addition to the direct dialog, we would like to acknowledge the assistance from various entities from the Government of the USA and the Government of India in this matter.


Capital to accelerate growth: As previously reported in the December 2015 shareholder letter, the company had previously entered into a senior secured loan agreement with a Connecticut based investment fund, which was expected to close in 4Q 2015. The fund has experienced some administrative delays on receiving their capital and we are receiving status updates on an almost daily basis.  In addition to the licensing, which would pay out over various milestones, this debt financing is expected to further fuel our growth, allow us to deploy samples for evaluation with a variety of customers and to meet the pent-up demand, as well as continue development of our other products.


We welcome our shareholders getting more familiar with our unique PowerChip® fuel cell, which is the only non-air fuel cell of its kind, the Formira HOD® (Hydrogen on Demand), and the BuzzBar Suite® of products. We continue to make significant progress on the PowerChip® battery. We will continue to share exciting developments on these products in the coming weeks.

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Thank you for your continued support, and wishing all of us a Happy New Year where the Company continues to realize its extensive potential,

Chris D'Couto

President & CEO


For further information, please contact:


info@neahpower.com

425-424-3324 ext. 105


Forward Looking Statements

Certain of the statements contained herein may be, within the meaning of the federal securities laws, "forward-looking statements," which are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, and the Company does not undertake any responsibility to update any of these statements in the future. Please read Neah Power System’s Form 10-K for the fiscal year ended September 30, 2014 and its Quarterly Reports on Form 10-Q filed with the SEC during fiscal 2015 for a discussion of such risks, uncertainties and other factors.





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