Current Report Filing (8-k)
March 19 2018 - 9:09AM
Edgar (US Regulatory)
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 Act of 1934
Date
of Report (Date of earliest event reported):
March 14, 2018
Ocean
Power Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
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001-33417
(Commission
File Number)
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22-2535818
(I.R.S. Employer
Identification No.)
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28
Engelhard Drive, Suite B Monroe Township, New Jersey
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08831
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(Address
of principal executive offices)
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(
Zip
Code)
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(609)
730-0400
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.133-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
1.01 Entry into a Material Definitive Agreement.
Effective
March 14, 2018, Ocean Power Technologies, Inc. (the “Company”) entered into a contract with eni SpA (“ENI”)
for the lease of a PB3 PowerBuoy™ (the “ENI Agreement”) to be deployed in the Adriatic Sea. Under the agreement,
ENI will perform various case studies to demonstrate the feasibility of the unit for recharging a battery pack for offshore operations
of an autonomous underwater vehicle. The initial trial phase shall last for 18 months, and if successful, ENI may elect to extend
for a second 18 month trial phase. The Company will be paid a flat fee specified in the contract for each phase of the lease.
After each phase, ENI has the option to purchase the unit or return the unit to the Company. If ENI elects to purchase the unit,
the parties have agreed to negotiate in good faith a purchase and sale agreement. The Company has agreed to assist ENI in deployment
and commissioning of the unit, as well as related data collection and assessment of performance. ENI is responsible for all costs
associated with deployment and installation.
All
intellectual property developed as a result of the Agreement shall be owned by the Company and ENI in proportion to their contributions.
The Agreement includes a number of other standard contract terms and conditions, including without limitation, provisions relating
to confidentiality, environment, health and safety, inspection and testing, warranties, indemnities and limit of liabilities,
and risk of loss and insurance.
The
foregoing description of the ENI Agreement is not complete and is qualified in its entirety by reference to the full text of such
agreement, a copy of which is filed herewith as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.
Item
8.01 Other Events.
On
March 19, 2018, the Company issued a press release announcing the execution of the ENI Agreement. A copy of the press release
is filed herewith as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
SIGNATURE
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 thereunto duly authorized.
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Ocean
Power Technologies, Inc.
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Dated:
March 19, 2018
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/s/
George H. Kirby
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George
H. Kirby
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President
and Chief Executive Officer
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Exhibit
Index
*
Filed herewith.
++
Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange
Commission and this exhibit has been filed separately with the Securities and Exchange Commission in connection with such request.
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