UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 14, 2002
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Environmental Power Corporation
(Exact name of registrant as specified in its charter)
Delaware 0-15472 04-2782065
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Cate Street, 4th Floor, Portsmouth, New Hampshire 03801
(Address of principal executive offices)
(603) 431-1780
(Registrant's telephone number, including area code)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99 Press Release of Environmental Power Corporation ("POWR") dated November 14,
2002.
Item 9. Regulation FD Disclosure
The Press Release attached as Exhibit 99 hereto is furnished pursuant to
Regulation FD. It is not filed.
Cautionary Statement
The Private Securities Litigation Reform Act of 1995 (the "Act") provides a
"safe harbor" for forward-looking statements. Certain statements contained in
this press release such as statements concerning future growth prospects,
estimated target markets, beliefs as to Microgy's business complimenting
Environmental Power Corporation's existing business, beliefs as to the our
licensed technology providing a unique solution to two critical market needs,
the technology turning an expensive agricultural industry problem into a
profit-generating solution for farmers and other statements contained herein
regarding matters that are not historical facts are forward looking statements
as such term is defined in the Act. Because such statements involve risks and
uncertainties, actual results may differ materially from those expressed or
implied by such forward-looking statements. Factors that could cause actual
results to differ materially include, but are not limited to, uncertainties
involving development stage companies, financing requirements and uncertainties,
difficulties involved in developing and executing on a business plan,
technological uncertainties, risks relating to managing and integrating acquired
businesses, volatile and unpredictable developments (including plant outages and
repair requirements), the difficulty of estimating construction, development,
repair and maintenance costs and timeframes, the uncertainties involved in
estimating insurance and implied warranty recoveries, if any, the inability to
predict the course or outcome of any negotiations with parties involved with
POWR's or Microgy's projects, uncertainties relating to general economic and
industry conditions, the amount and rate of growth in expenses, uncertainties
relating to government and regulatory policies, the legal environment,
intellectual property issues, the competitive environment in which POWR and
Microgy operate and other factors, including those described in the Company's
filings with the Securities and Exchange Commission, including the section
"Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Certain Factors That May Impact Future Results" of POWR's
Quarterly Report on Form 10-Q for the period ended September 30, 2002. Readers
are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of their dates. POWR undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
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 thereunto duly authorized.
ENVIRONMENTAL POWER CORPORATION
November 14, 2002 By:
/ /R. Jeffrey Macartney
Treasurer and
Chief Financial Officer
(principal accounting officer
and authorized officer)