Current Report Filing (8-k)
December 04 2018 - 5:03PM
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 Exchange Act of 1934
Date of Report (Date of earliest event reported): December 4, 2018
CLEAN ENERGY FUELS CORP.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-33480
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33-0968580
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4675 MacArthur Court, Suite 800
Newport Beach, CA
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92660
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(Address of Principal Executive Offices)
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Zip Code
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(949)
437-1000
(Registrants 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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Pre-commencement
communications pursuant to
Rule 14d-2(b) under
the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to
Rule 13e-4(c) under
the Exchange Act (17 CFR
240.13e-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. ☐
On December 4, 2018, Clean Energy Fuels Corp. (the Company) purchased all of the Companys outstanding 7.5% Convertible Notes due
July 2019, having an aggregate outstanding principal amount of $50.0 million (collectively, the Notes), from all of the holders thereof. The Company paid to such holders an aggregate cash purchase price of $50.5 million
plus all accrued and unpaid interest on the Notes. Before such repurchase, the Notes represented the Companys highest-cost and nearest-maturity outstanding convertible debt. By purchasing the Notes prior to maturity the Company expects to save
approximately $2.2 million it would have otherwise paid in interest on the Notes.
SIGNATURE
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.
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Date: December 4, 2018
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CLEAN ENERGY FUELS CORP.
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By:
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/s/ Andrew J. Littlefair
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Name: Andrew J. Littlefair
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Title: President and Chief Executive Officer
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