FORM 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR September 5, 2008
DYNAMOTIVE ENERGY SYSTEMS CORPORATION
(Exact name of Registrant as specified in its charter)
-----------------
Suite 230-1700 West 75th Avenue
Vancouver, BC
Canada V6P 6G2
(604) 267-6000
(Address of principal executive offices)
-----------------
[Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F:]
FORM 20-F X FORM 40-F
--- ---
[Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the
information to the Commission pursuant to rule 12g3-2(b) under the
Securities Exchange Act of 1934.]
YES NO X
--- ---
[If Yes is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b):] Not applicable
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
---------------------------
DynaMotive Energy Systems Corporation (the "Issuer")
230-1700 West 75th Avenue
Vancouver, BC V6P 6G2
Tel. (604) 267-6013
Item 2 Date of Material Change
-----------------------
September 4, 2008
Item 3 News Release
------------
Issued September 4, 2008 and disseminated via Business Wire.
Item 4 Summary of Material Change
--------------------------
VANCOUVER, CANADA, September 4, 2008 - Dynamotive Energy Systems Corporation
("Dynamotive") (OTCBB: DYMTF), a leader in biomass-to-biofuel technology,
today reported its second quarter 2008 results.
For the three months ended June 30, 2008, the Company reported a net loss of
$2.9 million or $0.01 per share, compared with a net loss of $3.5 million or
$0.02 a share for the same period a year earlier. When stock-based
compensation is excluded, Dynamotive's Q2 2008 net loss was $2.3 million,
compared with $2.8 million during 2007. (All figures are in US dollars.)
The lower loss for the quarter is due mainly to lower business development,
research and development expense and an overall reduction in general and
administrative expenses, partially offset by increased activity levels in the
Company's US and Argentine offices.
During the quarter, Dynamotive continued commissioning of a modular
200-tonnes-per-day intermediate grade BioOil(R) plant in Guelph Ontario and
repaired fire damage at the upgraded 130 tpd plant in West Lorne, Ontario.
President and CEO, Andrew Kingston, said: "During the second quarter of 2008
and since quarter end, Dynamotive has completed the repair and start-up of
the West Lorne plant and has made related modifications in Guelph. Although
the four month delay due to these events occasioned by the thermal incident,
has slowed our project development activity, the Company is receiving renewed
expressions of interest from these prospects and has an attractive pipeline of
advanced opportunities. Sales of BioOil and char to existing customers and
prospects for additional product contracts in the next few months are
promising. We look forward to increased sales activity through the remainder
of this year and to making advances in the US, South American and other
project developments."
Item 5 Full Description of Material Change
-----------------------------------
5.1 Full Description of Material Change
VANCOUVER, CANADA, September 4, 2008 - Dynamotive Energy Systems Corporation
("Dynamotive") (OTCBB: DYMTF), a leader in biomass-to-biofuel technology,
today reported its second quarter 2008 results.
For the three months ended June 30, 2008, the Company reported a net loss of
$2.9 million or $0.01 per share, compared with a net loss of $3.5 million or
$0.02 a share for the same period a year earlier. When stock-based
compensation is excluded, Dynamotive's Q2 2008 net loss was $2.3 million,
compared with $2.8 million during 2007. (All figures are in US dollars.)
The lower loss for the quarter is due mainly to lower business development,
research and development expense and an overall reduction in general and
administrative expenses, partially offset by increased activity levels in the
Company's US and Argentine offices.
During the quarter, Dynamotive continued commissioning of a modular
200-tonnes-per-day intermediate grade BioOil(R) plant in Guelph Ontario and
repaired fire damage at the upgraded 130 tpd plant in West Lorne, Ontario.
President and CEO, Andrew Kingston, said: "During the second quarter of 2008
and since quarter end, Dynamotive has completed the repair and start-up of the
West Lorne plant and has made related modifications in Guelph. Although the
four month delay due to these events occasioned by the thermal incident, has
slowed our project development activity, the Company is receiving renewed
expressions of interest from these prospects and has an attractive pipeline
of advanced opportunities. Sales of BioOil and char to existing customers and
prospects for additional product contracts in the next few months are
promising. We look forward to increased sales activity through the remainder
of this year and to making advances in the US, South American and other
project developments."
Quarter highlights
- -Completed repair work and re-commissioning at West Lorne along with
implementation of preventative measures at Guelph.
- -Initial post-repair production from the upgraded West Lorne plant in July 2008,
with $100,000 of invoiced sales of product and services since re-start-up.
Completed additional contracts in US and Argentina to advance project
developments.
- -Completed additional third party tests on BioOil, BioOil Plus and BioChar.
- -Advanced research and development work on a two stage process for the upgrading
of BioOil, which the Company believes can be a cost effective path to using
BioOil in the production of mobile fuels in conventional refineries.
- -The Company is currently working with its investment bankers and has agreed
terms in principle for convertible debt financing. Subject to final agreements
and market conditions, funding is targeted for September.
Summary Financial results are presented as follows:
Unaudited Consolidated Statements of Loss
(expressed in U.S. dollars)
Three Months Ended Six Months Ended
June 30, June 30,
2008 2007 2008 2007
$ $ $ $
REVENUE
License Revenue -- -- 500,000 --
- ----------------------------------------------------------------------------
EXPENSES
Marketing and business 190,543 348,524 509,795 694,752
development
Research and development 317,223 616,446 548,145 1,510,167
General and administrative 2,209,795 2,576,956 4,662,442 4,670,695
expenses
Depreciation and Amortization 38,256 34,374 75,421 64,580
Interest expense 48,502 2,606 66,241 2,659
Exchange (gain) loss 98,783 54,322 113,218 37,679
- ----------------------------------------------------------------------------
2,903,102 3,633,228 5,975,262 6,980,532
- ----------------------------------------------------------------------------
Loss from operations (2,903,102) (3,633,228)(5,475,262) (6,980,532)
Other income and expenses (5,661) 36,116 (4,304) 115,350
Gain on reduction in bonus
and vacation accrual -- -- 1,137,983 --
- ----------------------------------------------------------------------------
Loss before non-controlling (2,908,763) (3,597,112) (4,341,583) (6,865,182)
interest
Non-controlling interest -- 94,876 -- 123,850
Net Loss for the period (2,908,763) (3,502,236) (4,341,583) (6,741,332)
============================================================================
Other comprehensive income/(loss)
Foreign currency
translation adjustment 476,641 2,875,944 (1,493,255) 3,206,822
Comprehensive loss (2,432,122) (626,292) (5,834,838) (3,534,510)
Weighted average number
of common shares
outstanding 209,570,784 185,378,751 208,789,678 181,511,983
============================================================================
Basic and diluted loss
per common share
Share for operations
for the period 0.01 0.02 0.02 0.04
============================================================================
5.2 Disclosure for Restructuring Transactions
N/A
Item 6 Reliance on Subsection 7.1(2) or (3) of National Instrument 51-102
------------------------------------------------------------------
Not applicable
Item 7 Omitted Information
-------------------
Not applicable
Item 8 Executive Officer
-----------------
Contact: Andrew Kingston, President & CEO
Telephone: (604) 267-6013
Item 9 Date of Report
--------------
September 4, 2008
DYNAMOTIVE ENERGY SYSTEMS CORPORATION
(signed) "Andrew Kingston"
-----------------
Andrew Kingston
President & CEO
DYNAMOTIVE ENERGY SYSTEMS CORPORATION News Release: September 4, 2008
DYNAMOTIVE REPORTS 2nd QUARTER 2008 RESULTS
VANCOUVER, CANADA, September 4, 2008 - Dynamotive Energy Systems Corporation
("Dynamotive") (OTCBB: DYMTF), a leader in biomass-to-biofuel technology,
today reported its second quarter 2008 results.
For the three months ended June 30, 2008, the Company reported a net loss of
$2.9 million or $0.01 per share, compared with a net loss of $3.5 million or
$0.02 a share for the same period a year earlier. When stock-based compensation
is excluded, Dynamotive's Q2 2008 net loss was $2.3 million, compared with
$2.8 million during 2007. (All figures are in US dollars.)
The lower loss for the quarter is due mainly to lower business development,
research and development expense and an overall reduction in general and
administrative expenses, partially offset by increased activity levels in the
Company's US and Argentine offices.
During the quarter, Dynamotive continued commissioning of a modular
200-tonnes-per-day intermediate grade BioOil(R) plant in Guelph Ontario and
repaired fire damage at the upgraded 130 tpd plant in West Lorne, Ontario.
President and CEO, Andrew Kingston, said: "During the second quarter of 2008
and since quarter end, Dynamotive has completed the repair and start-up of the
West Lorne plant and has made related modifications in Guelph. Although the
four month delay due to these events occasioned by the thermal incident, has
slowed our project development activity, the Company is receiving renewed
expressions of interest from these prospects and has an attractive pipeline of
advanced opportunities. Sales of BioOil and char to existing customers and
prospects for additional product contracts in the next few months are
promising. We look forward to increased sales activity through the remainder of
this year and to making advances in the US, South American and other project
developments."
Quarter highlights
- -Completed repair work and re-commissioning at West Lorne along with
implementation of preventative measures at Guelph.
- -Initial post-repair production from the upgraded West Lorne plant in July 2008,
with $100,000 of invoiced sales of product and services since re-start-up.
- -Completed additional contracts in US and Argentina to advance project
developments.
- -Completed additional third party tests on BioOil, BioOil Plus and BioChar.
- -Advanced research and development work on a two stage process for the upgrading
of BioOil, which the Company believes can be a cost effective path to using
BioOil in the production of mobile fuels in conventional refineries.
- -The Company is currently working with its investment bankers and has agreed
terms in principle for convertible debt financing. Subject to final agreements
and market conditions, funding is targeted for September.
Summary Financial results are presented as follows:
Unaudited Consolidated Statements of Loss
(expressed in U.S. dollars)
Three Months Ended Six Months Ended
June 30, June 30,
2008 2007 2008 2007
$ $ $ $
REVENUE
License Revenue -- -- 500,000 --
- ----------------------------------------------------------------------------
EXPENSES
Marketing and business 190,543 348,524 509,795 694,752
development
Research and development 317,223 616,446 548,145 1,510,167
General and administrative 2,209,795 2,576,956 4,662,442 4,670,695
expenses
Depreciation and Amortization 38,256 34,374 75,421 64,580
Interest expense 48,502 2,606 66,241 2,659
Exchange (gain) loss 98,783 54,322 113,218 37,679
- ----------------------------------------------------------------------------
2,903,102 3,633,228 5,975,262 6,980,532
- ----------------------------------------------------------------------------
Loss from operations (2,903,102) (3,633,228)(5,475,262) (6,980,532)
Other income and expenses (5,661) 36,116 (4,304) 115,350
Gain on reduction in bonus
and vacation accrual -- -- 1,137,983 --
- ----------------------------------------------------------------------------
Loss before non-controlling (2,908,763) (3,597,112) (4,341,583) (6,865,182)
interest
Non-controlling interest -- 94,876 -- 123,850
Net Loss for the period (2,908,763) (3,502,236) (4,341,583) (6,741,332)
============================================================================
Other comprehensive income/(loss)
Foreign currency
translation adjustment 476,641 2,875,944 (1,493,255) 3,206,822
Comprehensive loss (2,432,122) (626,292) (5,834,838) (3,534,510)
Weighted average number
of common shares
outstanding 209,570,784 185,378,751 208,789,678 181,511,983
============================================================================
Basic and diluted loss
per common share
Share for operations
for the period 0.01 0.02 0.02 0.04
============================================================================
A full copy of the Company's Financial Statements and Corporate Update are
available at www.dynamotive.com
About Dynamotive
Dynamotive Energy Systems Corporation is an energy solutions provider
headquartered in Vancouver, Canada, with offices in the USA and Argentina. Its
carbon/greenhouse gas neutral fast pyrolysis technology uses medium
temperatures and oxygen-less conditions to turn dry, waste cellulosic biomass
into BioOil for power and heat generation. BioOil can be further converted into
vehicle fuels and chemicals. Photographs of the Guelph and West Lorne plants
may be seen on the company's website. www.dynamotive.com
About BioOil(R) Biofuel
BioOil(R) is an industrial fuel produced from cellulose waste material. When
combusted it produces substantially less smog-precursor nitrogen oxides ('NOx')
emissions than conventional oil as well as little or no sulfur oxide gases
('SOx'), which are a prime cause of acid rain. BioOil(R) and BioOil PlusTM are
price-competitive replacements for heating oils #2 and #6 that are widely used
in industrial boilers and furnaces. They have been EcoLogo certified, having
met stringent environmental criteria for industrial fuels as measured by
Environment Canada's Environmental Choice Program. BioOil(R) can be produced
from a variety of residue cellulosic biomass resources and is not dependent on
food-crop production.
Contact:
Brian Richardson, Chief Financial Officer, 604-267-6004
Switchboard: (604) 267-6000
Toll Free (North America): 1-877-863-2268
Fax: (604) 267-6005
Email: info@dynamotive.com
Website: www.dynamotive.com
Forward Looking Statement
Statements in this news release concerning the company's business outlook or
future economic performance; including the anticipation of future plant
start-ups, partnerships, consortiums, teaming agreements, government
assistance, other anticipated cash receipts, revenues, expenses, or other
financial items; and statements concerning assumptions made or expectations as
to any future events, conditions, performance or other matters, are
"forward-looking statements". Forward-looking statements are by their nature
subject to risks, uncertainties and other factors which could cause actual
results to differ materially from those stored in such statements. Such risks,
uncertainties and factors include, but are not limited to, changes in energy
prices, availability of capital, and the company's ability to access capital
on acceptable terms or any terms at all, changes and delays in project
development plans and schedules, customer and partner acceptance of new
projects, changes in input pricing, competing alternative energy technologies,
government policies and general economic conditions. These risks are generally
outlined in the company's disclosure filings with the Securities and Exchange
Commission.