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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 3, 2001
ELECTRIC FUEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-23336 95-4302784
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
632 Broadway, Suite 301, New York, New York 10012
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 529-9200
120 Wood Avenue Suite, Suite 300, Iselin, New Jersey 08830
(Former name or former address, ifchanged since last report)
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Page 1 of 33 Pages
Exhibit Index appears on Page 4
Item 5. Other Events
Effective as of May 3, 2001, we effected modifications to our Series A
Warrant dated November 17, 2000 to purchase 666,667 shares of our common stock
(the "Series A Warrant") and our Series B Warrant dated November 17, 2000 to
purchase 333,333 shares of our common stock (the "Series B Warrant"). The Series
A Warrant and the Series B Warrant were originally issued by us to an
institutional investor pursuant to a securities purchase agreement dated as of
November 17, 2000 by and between us and that institutional investor. Pursuant to
the securities purchase agreement, the institutional investor has consented to,
and waived certain provisions in the securities purchase agreement related to,
our sale of certain of our securities in accordance with the terms set forth in
our prospectus supplement dated May 3, 2001. In consideration for the
institutional investor's waiver and consent we have (i) amended the exercise
price applicable to the Series A Warrant held by the institutional investor from
$12.56 per share to $3.50 per share and (ii) amended the exercise price
applicable to the Series B Warrant held by the institutional investor from
$11.31 per share to $2.52 per share. The institutional investor has agreed to
immediately exercise the modified Series B Warrant after the filing of this Form
8-K, and we will issue to the institutional investor a modified Series A Warrant
to reflect the change in the exercise price in exchange for the institutional
investor's surrender of its existing Warrant Certificate. As additional
consideration for the institutional investor's waiver and consent, we have
issued to the institutional investor a warrant to purchase 250,000 shares of our
common stock at a per share price of $3.08 (the "Series C Warrant").
The Series A Warrant and the Series B Warrant and the shares of our
common stock underlying the warrants were registered with the Securities and
Exchange Commission in a registration statement on Form S-3, SEC File No. 333-
49628, filed on November 9, 2000, as supplemented by a Supplement to
Registration Statement No. 333-49628, filed with the Securities and Exchange
Commission on November 17, 2000. Under the terms of the Series C Warrant, we
have agreed to register for resale, under the Securities Act of 1933, as
amended, the shares of our common stock issuable by us on exercise of the Series
C Warrant.
The foregoing description of the terms of the Series C Warrant is
qualified in its entirety by reference to the Series C Warrant itself. A copy of
the form of Series C Warrant is attached to this report as Exhibit 4a and is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(c) Exhibits. A list of exhibits required is
given in the Exhibit Index that precedes the
exhibits filed with this report.
Page 2
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.
ELECTRIC FUEL CORPORATION
(Registrant)
By: /s/Yehuda Harats
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Name: Yehuda Harats
Title: President and Chief
Executive Officer
Dated: May 4, 2001
Page 3
EXHIBIT INDEX
The following exhibits are filed with this Current Report on Form 8-K.
Exhibit No. Description Sequential Page
Number
Series C
4a Stock Purchase Warrant 5