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) October 27,
2009
ACORN
ENERGY, INC.
(Exact
name of Registrant as Specified in its Charter)
Delaware
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0-19771
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22-2786081
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(State
or Other Jurisdiction
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(Commission
file Number)
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(IRS
Employer
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of
Incorporation)
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Identification
No.)
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4
West Rockland, Montchanin, Delaware
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19710
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (302)
656-1707
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))
Item
8.01 Other Events
On
October 26, 2009, the Registrant exercised its right to call all outstanding and
unexercised warrants to purchase the Registrant’s common stock that were issued
to investors in a private placement of shares and warrants in June 2006. Under
the terms of the warrants, any warrants that remain outstanding and unexercised
as of 6:30 p.m. New York Time on November 24, 2009, the call date, shall be
automatically cancelled and no longer exercisable.
The
Registrant has sent a written call notice to holders of the outstanding
warrants. Until the call date and time, each outstanding warrant will continue
to be exercisable for one share of common stock at an exercise price of $2.78
per share. The resale of the shares issuable upon exercise of the warrants is
covered by an effective registration statement filed with the Securities and
Exchange Commission.
The
amount of the cash proceeds that the Registrant will receive will depend upon
the number of warrants exercised. If all of the 184,262 presently
outstanding called warrants are exercised, the Registrant will receive proceeds
of approximately $0.5 million.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
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Description
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99.1
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Warrant
Call Notice dated October 26,
2009
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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 27th day of October 2009.
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ACORN
ENERGY, INC.
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By:
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/s/ Joe B. Cogdell, Jr.
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Name: Joe
B. Cogdell, Jr.
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Title: Vice
President, Secretary and General
Counsel
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