UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 20, 2004
------------
Environmental Power Corporation
-------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-15472 75-3117389
-------- ------- ----------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Cate Street, 4th Floor, Portsmouth, New Hampshire 03801
(Address of principal executive offices)
(603) 431-1780
(Registrant's telephone number, including area code)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99 Press Release of Environmental Power Corporation ("POWR") dated May 20,
2004
Item 9. Regulation FD Disclosure
The Press Release attached as Exhibit 99 hereto is furnished pursuant to
Regulation FD. It is not filed.
Cautionary Statement
The Private Securities Litigation Reform Act of 1995 (the "Act") provides a
"safe harbor" for forward-looking statements. Certain statements contained in
this press release such as statements concerning planned projects, statements
regarding sales pipeline, backlog and revenue projections, statements containing
the words "expects," "estimates," "anticipates," "believes," "projects" and
variations thereof, and other statements contained in this press release
regarding matters that are not historical facts are forward looking statements
as such term is defined in the Act. Because such statements involve risks and
uncertainties, actual results may differ materially from those expressed or
implied by such forward-looking statements. Factors that could cause actual
results to differ materially include, but are not limited to, uncertainties
involving development stage companies, uncertainties regarding project
financing, the lack of binding commitments and the need to negotiate and execute
definitive agreements for the construction and financing of projects, financing
and cash flow requirements and uncertainties, difficulties involved in
developing and executing on a business plan, difficulties and uncertainties
regarding acquisitions, technological uncertainties, risks relating to managing
and integrating acquired businesses, unpredictable developments (including plant
outages and repair requirements), the difficulty of estimating construction,
development, repair and maintenance costs and timeframes, the uncertainties
involved in estimating insurance and implied warranty recoveries, if any, the
inability to predict the course or outcome of any negotiations with parties
involved with Environmental Power's or Microgy's projects, uncertainties
relating to general economic and industry conditions, the amount and rate of
growth in expenses, uncertainties relating to government and regulatory
policies, the legal environment, intellectual property issues, the competitive
environment in which Environmental Power and Microgy operate and other factors,
including those described in the Company's Annual Report on Form 10-K for the
year ended December 31, 2003, as well as other filings with the Securities and
Exchange Commission. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date that they are made.
Environmental Power undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
SIGNATURE
Pursuant to the requirements of section 13 or 15 (d) 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.
Environmental Power Corporation
/s/ Donald A. Livingston
------------------------
Executive Vice President