optt20171024_8k.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 Act of 1934

 

Date of Report (Date of earliest event reported): October 23, 2017

 

 

 

Ocean Power Technologies, Inc.
(Exact name of registrant as specified in its charter)

 

 

 

 

 

Delaware
(State or other jurisdiction
of incorporation)

 

001-33417
(Commission
File Number)

22-2535818
(I.R.S. Employer
Identification No.)

   

1590 Reed Road

Pennington, New Jersey

(Address of principal executive offices)

08534

(Zip Code)

 

 

 

(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):

 

[  ]     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 240.14-2(b))

 

[  ]     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.133-4(c))

 

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 8.01.       Other Events.

 

On October 23, 2017, Ocean Power Technologies, Inc. (the “Company”) closed its previously announced best efforts offering of 5,739,437 shares of its common stock (the “Offering”).

 

On the same day, the Company issued a press release announcing the closing of the Offering. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01         Financial Statements and Exhibits.

 

99.1*

Press Release dated October 23, 2017.

 

 

* Filed herewith.

 

 

 

 

 

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 hereunto duly authorized.

 

Date: October 24, 2017

 

 

 

 

 

OCEAN POWER TECHNOLOGIES, INC.

 

       

 

 

 

 

 

 

    /s/ George H. Kirby                 

 

 

George H. Kirby

 

 

 

Chief Executive Officer

 

 

 

     

 

 

 

ex_97406.htm

Exhibit 99.1

 

 

OCEAN POWER TECHNOLOGIES, INC. CLOSES $8,150,000 OFFERING OF COMMON STOCK

 

PENNINGTON, NEW JERSEY, OCTOBER 23, 2017 OCEAN POWER TECHNOLOGIES, INC. (NASDAQ: OPTT) (“OPT” OR THE “COMPANY”), today announced the closing of its previously announced best efforts public offering of 5,739,437 shares of its common stock at a price to the public of $1.42 per common share. The Company received net proceeds of approximately $7.4 million from the offering after deducting placement agent fees, commissions and other offering expenses paid by the Company.

 

Aegis Capital Corp. acted as the sole placement agent for the offering.

 

A registration statement on Form S-3 (File No. 333-209517) relating to these securities was filed with the Securities and Exchange Commission and became effective on April 26, 2016.

 

The offering was made by means of a prospectus supplement and accompanying prospectus. A copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained, when available, by contacting Aegis Capital Corp., Prospectus Department, 810 Seventh Avenue, 18th Floor, New York, NY 10019, telephone: 212-813-1010, e-mail: prospectus@aegiscap.com. Investors may also obtain these documents at no cost by visiting the SEC's website at http://www.sec.gov.

 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

About Ocean Power Technologies, Inc.

 

Headquartered in Pennington, New Jersey, OPT is a leader in ocean wave energy conversion. OPT’s proprietary PowerBuoy technology is based on a scalable and modular design. OPT specializes in cost-effective and environmentally sound ocean wave based power generation and management technology.

 

Cautionary Statement Regarding Forward Looking Statements

 

This release may contain "forward-looking statements" that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by certain words or phrases such as "may", "will", "aim", "will likely result", "believe", "expect", "will continue", "anticipate", "estimate", "intend", "plan", "contemplate", "seek to", "future", "objective", "goal", "project", "should", "will pursue" and similar expressions or variations of such expressions. These forward-looking statements reflect the Company's current expectations about its future plans and performance. These forward-looking statements rely on a number of assumptions and estimates which could be inaccurate and which are subject to risks and uncertainties. Actual results could vary materially from those anticipated or expressed in any forward-looking statement made by the Company. Please refer to the preliminary prospectus supplement, the accompanying prospectus, and the Company’s most recent Forms 10-Q and 10-K and subsequent filings with the SEC for a further discussion of these risks and uncertainties. The Company disclaims any obligation or intent to update the forward-looking statements in order to reflect events or circumstances after the date of this release.

 

 

 

 

Contact:

 

Media Contact:

Marilyn Vollrath

Reputation Partners LLC

Phone: (414) 376-8834

Email: Marilyn@reputationpartners.com

 

Investor Relations Contact:

Andrew Barwicki

Barwicki Investor Relations Inc.

Phone: 516-662-9461

Email: andrew@barwicki.com