Filed Pursuant to Rule 424(b)(5) and 424(c)
Registration No. 333-152140
Amendment No. 1 dated May 31, 2011 to
PROSPECTUS SUPPLEMENT dated October 9, 2008
(To Prospectus dated July 24, 2008)
870,000 SHARES OF COMMON STOCK
BEACON POWER CORPORATION
This prospectus supplement amends the prospectus supplement dated October 9, 2008, in order to reflect an amendment to the expiration date and exercise price of a warrant described therein and is being filed to include information set forth in our Current Report on Form 8-K relating to the amendment, which is set forth below. This prospectus supplement should be read in conjunction with the prospectus dated July 24, 2008 and the prospectus supplement dated October 9, 2008, each of which are to be delivered with this prospectus supplement.
Our common stock is traded on the Nasdaq Capital Market under the symbol “BCON.” On May 31, 2011, the closing sales price of our common stock was $1.42 per share.
Investing in our securities involves significant risks. See the sections entitled “Risk Factors” on page 6 of the base prospectus dated July 24, 2008, to which this prospectus is a supplement, and on page 20 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is May 31, 2011
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): May 31, 2011
BEACON POWER CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware | | 000-31973 | | 04-3372365 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
65 Middlesex Road
Tyngsboro, Massachusetts 01879
(Address of Principal Executive Offices) (Zip Code)
(978) 694-9121
(Registrant’s telephone number, including area code)
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:
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))
Item 1.01. Entry into a Material Definitive Agreement.
The information set forth in Item 3.03 of this Current Report with respect to the amendment of the warrants described in that item is incorporated herein by this reference.
Item 3.03. Material Modification to Rights of Security Holders.
On May 31, 2011, the Registrant entered into an amendment with a holder of warrants issued on October 15, 2008, to purchase 870,000 shares of common stock. The amendment changes the expiration date of the warrants from April 16, 2014 to November 1, 2011, and changes the exercise price of the warrants from $12.00 to $1.40. In connection with this amendment, the holder delivered an exercise notice relating to warrants to purchase 435,000 shares of common stock at the amended exercise price. By taking these actions, the Registrant reduces the number of warrants outstanding and accelerates the receipt of proceeds from exercise of the warrants. Proceeds to the Registrant from the initial exercise of 435,000 warrants are expected to be $609,000 before expenses.
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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.
| BEACON POWER CORPORATION |
| | |
| | |
Dated: May 31, 2011 | By | /s/ James M. Spiezio |
| | James M. Spiezio |
| | Chief Financial Officer |
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