UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 5, 2009
POWERSECURE INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
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| Delaware
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1-12014
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84-1169358 |
(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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| 1609 Heritage Commerce Court, Wake Forest, North Carolina
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27587 |
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(Zip code) |
Registrant’s telephone number, including area code: (919) 556-3056
Not Applicable
(Former name or former address, if changed since last report)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 2.02 |
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Results of Operations and Financial Condition. |
On November 5, 2009, PowerSecure International, Inc., a Delaware corporation (the “Company”),
issued a press release announcing its financial results for the quarter ended September 30, 2009
and that it is holding a conference call regarding its financial results and its business
operations, strategic initiatives and future prospects at 5:30 p.m., Eastern time, on November 5,
2009. The full text of the Company’s press release containing this announcement is attached to
this Report as Exhibit 99.1 and incorporated herein by this reference.
The attached press release contains references by the Company to certain non-GAAP financial
information. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial
measures is contained in the attached press release.
The press release filed herewith as Exhibit 99.1 also contains forward-looking statements
relating to the Company’s future performance, and such forward-looking statements are made within
the meaning of and pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. A more thorough discussion of certain risks, uncertainties and other factors
that may affect the Company’s operating results are set forth under the items “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the
Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 and will be set
forth in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30,
2009, which the Company will file with the Securities and Exchange Commission (the “SEC”) on or
about November 5, 2009, as well as other risks, uncertainties and other factors discussed in
subsequent reports, including Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, that
the Company files with or furnishes to the SEC.
The information in this Item 2.02, including Exhibit 99.1, is being furnished pursuant to Item
2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and
such information shall not be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
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| Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits
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99.1 |
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Press Release of PowerSecure International, Inc., issued
November 5, 2009, announcing its financial results for the quarter ended
September 30, 2009 |
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