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)June 28, 2019
ACORN ENERGY, INC.
(Exact name of Registrant as Specified in its Charter)
| Delaware | | 001-33886 | | 22-2786081 |
| (State or Other Jurisdiction | | (Commission | | (IRS Employer |
| of Incorporation) | | file Number) | | Identification No.) |
| 1000 N West St., Suite 1200, Wilmington, Delaware | | 19801 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code(410) 654-3315
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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | |
| [ ] | Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2) |
| | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-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. [ ]
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| None | | | | |
| Item3.02 | Unregistered Sales of Equity Securities. |
On June 28, 2019, following and in connection with the closing of its previously-disclosed Rights Offering on June 24, 2019, theRegistrantcompleted the sale of 6,242,394 shares of its Common Stock, par value $0.01 per share, pursuant to the terms of the Rights Offering Backstop Agreement, at a price of $0.24 per share (which was equivalent to the per-share subscription price in the Rights Offering). In consummating such sale of unregistered securities, the Registrant relied on the exemption from registration provided under Rule 506 of Regulation D promulgated under the Securities Act of 1933, as amended, based upon the number and nature of the purchasers.
On July 1, 2019, the Registrant issued the press release attached as Exhibit 99.1 hereto announcing the completion of its previously-announced Rights Offering and the repurchase of a 19% interest in its OmniMetrix, LLC subsidiary.
| Item 9.01 | Financial Statements and Exhibits. |
SIGNATURES
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 on this 1st day of July, 2019.
| | ACORN ENERGY, INC. |
| | | |
| | By: | /s/ Tracy S. Clifford |
| | Name: | Tracy S. Clifford |
| | Title: | Chief Financial Officer |
