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) September 30, 1998
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Energy Research Corporation
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(Exact Name Of Registrant As Specified In Its Charter)
New York
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(State or Other Jurisdiction of Incorporation)
1-14204 06-0853042
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(Commission File Number) (I.R.S. Employer Identification No.)
3 Great Pasture Road, Danbury, Connecticut 06813
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(Address of Principal Executive Offices) (Zip Code)
(203) 825-6000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
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On October 1, 1998, the Company issued a press release announcing that its
Board of Directors has approved a plan to effect a spin-off to its stockholders
of 100% of the shares of Evercel, Inc. ("Evercel"), a newly-formed, wholly-owned
subsidiary of the Company. The Company will transfer to Evercel the principal
assets and liabilities related to the Company's battery business group,
effective on or about October 31, 1998. Following the transfer, the Company will
distribute to its stockholders in a tax-free distribution one share of Evercel
Common Stock for each share of Common Stock of the Company held. The Company
will continue to operate its fuel cell business, and Evercel will own and
operate the battery business group. The transaction is subject to certain
conditions.
The press release is filed as an exhibit to this report and is incorporated
by reference herein.
Item 7. Financial Statements and Exhibits.
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Exhibit 99 Energy Research Corporation Press Release dated October 1, 1998.
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, thereunto duly authorized.
Dated: October 1, 1998 ENERGY RESEARCH CORPORATION
By:
\s\ Joseph G. Mahler
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Joseph G. Mahler
Senior Vice President, CFO
Treasurer/Corporate Secretary