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): October 20, 1999
FUELCELL ENERGY, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-24852 06-0853042
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(Commission File Number) (IRS 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)
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ITEM 5. OTHER EVENTS.
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The Registrant's Press Release, dated October 20, 1999 regarding the
declaration of a stock dividend is attached as an Exhibit hereto and
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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(c) Exhibits
99 Press Release dated October 20, 1999
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SIGNATURES
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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.
FUELCELL ENERGY, INC.
Date: October 29, 1999 By: /s/ Joseph G. Mahler
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Joseph G. Mahler
Senior Vice President, CFO
Treasurer/Corporate Secretary
CONTACT: Mark Wachs
Mark Wachs and Associates
(212) 832-2800
e-mail: [email protected]
Joseph G. Mahler
FuelCell Energy, Inc.
(203) 825-6000
e-mail: [email protected]
FOR IMMEDIATE RELEASE
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FUELCELL ENERGY, INC . ANNOUNCES
THREE-FOR-TWO STOCK DIVIDEND
DANBURY, CONNECTICUT, October 20, 1999 -- FuelCell Energy, Inc. (AMEX:FCL)
announced today that its Board of Directors has declared a three-for-two stock
dividend on its common stock. Stockholders of record on November 1, 1999 will be
entitled to one additional share of common stock for each two shares of the
Company's common stock held on that date. Cash will be paid in lieu of
fractional shares.
The payment date for the stock dividend will be November 16, 1999. On or about
that date, certificates for the new shares will be mailed to stockholders by the
Company's transfer agent, Continental Stock Transfer & Trust Company.
The Company had approximately 4,207,223 shares of its common stock outstanding
as of October 19, 1999. As a result of the stock dividend, the Company will have
approximately 6,300,000 shares of common stock outstanding as of November 1,
1999.
About FuelCell Energy, Inc.
FuelCell Energy, Inc. - www.fuelcellenergy.com - formerly Energy Research Corp.,
is a world-recognized leader in the field of high efficiency fuel cells for
electric power generation. The Company's Direct FuelCell technology takes the
inherent attractiveness of fuel cells one step further by eliminating the
external fuel processing to extract hydrogen from a hydrocarbon fuel. This
results in a simpler and more efficient system compared with conventional fuel
cells. FuelCell Energy is based in Danbury, Conn.
-MORE-
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FUELCELL ENERGY, INC.
ANNOUNCES THREE-FOR-TWO
STOCK DIVIDEND
PAGE TWO
This press release contains forward-looking statements, including statements
regarding the Company's plans and expectations regarding the development and
commercialization of its fuel cell technology. All forward-looking statements
are subject to risks and uncertainties that could cause actual results to differ
materially from those projected. Factors that could cause such a difference
include, without limitation, the risk that commercial field trials of the
Company's products will not occur when anticipated, general risks associated
with product development, manufacturing, changes in the utility regulatory
environment, potential volatility of energy prices, rapid technological change,
and competition, as well as other risks set forth in the Company's filings with
the Securities and Exchange Commission. The forward-looking statements contained
herein speak only as of the date of this press release. The Company expressly
disclaims any obligation or undertaking to release publicly any updates or
revisions to any such statement to reflect any change in the Company's
expectations or any change in events, conditions or circumstances on which any
such statement is based.
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