FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ELECTRO ENERGY INC [ EEEI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/01/2008 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 04/01/2008 | J(1) | 230,103 | A | (1) | 230,103 | D | |||
Common Stock | 07/01/2008 | J(2) | 140,942 | A | (2) | 371,045 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant(7) | $1(3) | 07/23/2008 | P | 1,875,000 | 07/23/2008 | 07/23/2011 | Common Stock | 1,875,000 | $750,000 | 1,875,000 | D | ||||
Warrant(7) | $1(4) | 08/18/2008 | P | 1,562,500 | 08/18/2008 | 08/18/2011 | Common Stock | 1,562,500 | (6) | 1,562,500 | D | ||||
Convertible Debenture(7) | $1(5) | 08/18/2008 | P | $625,000 | 08/18/2008 | 08/18/2013 | Common Stock | 625,000 | (6) | 625,000 | D |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. On 4/1/2008, Reporting Persons received 1,150,515 shares of Common Stock in lieu of cash interest payments on the debenture Reporting Persons purchased from Issuer on 12/7/2007 ("2007 Debenture"). After giving effect to the one-for-five reverse stock split of Common Stock on 7/9/2008 ("Reverse Stock Split"), Reporting Persons are reporting on this Form 4 an acquisition of 230,103 shares of Common Stock. |
2. On 7/1/2008, Reporting Persons received 704,712 shares of Common Stock in lieu of cash interest payments on 2007 Debenture. After giving effect to Reverse Stock Split, Reporting Persons are reporting on this Form 4 an acquisition of 140,942 shares of Common Stock. |
3. Pursuant to that certain Warrant Purchase Agreement dated 7/23/2008 ("Warrant Purchase Agreement") (copy of which is filed as an exhibit to Issuer's Form 8-K filed on 7/28/2008), Reporting Persons purchased a warrant to purchase 1,875,000 shares of Common Stock with an adjustable exercise price of $2.75 per share ("July 2008 Warrant"). The $2.75 adjustable exercise price was subsequently amended and reduced to $1.00 per share and the minimum exercise price was adjusted to $0.4545 per share pursuant to that certain Convertible Debenture and Warrant Purchase Agreement dated 8/18/2008 ("2008 Debenture Agreement") (copy of which is filed as an exhibit to Issuer's Form 8-K filed on 8/21/2008). |
4. Pursuant to 2008 Debenture Agreement, Reporting Persons purchased a warrant to purchase 1,562,500 shares of Common Stock with an exercise price of $1.00 per share ("August 2008 Warrant"). The $1.00 exercise price is subject to adjustments described in 2008 Debenture Agreement. |
5. Pursuant to 2008 Debenture Agreement, Reporting Persons also purchased a 10% Senior Secured Convertible Debenture convertible into 625,000 shares of Common Stock at a conversion price of $1.00 per share ("August 2008 Debenture"). |
6. The aggregate purchase price of August 2008 Warrant and August 2008 Debenture was $625,000. |
7. 2008 Debenture Agreement provides that until Issuer's shareholders approve the terms of July 2008 Warrant, August 2008 Debenture and August 2008 Warrant, Reporting Persons may only convert and/or exercise such securities for shares of Common Stock representing no more than 19.9% of Issuer's outstanding shares of Common Stock as of the date of July 2008 Warrant, i.e. 1,221,344 shares representing 19.9% of 6,137,405 shares. Transactions reported in this Form 4 are described in greater detail in the Reporting Persons' Schedule 13D Amendment No. 1 filed on 8/26/2008. |
Remarks: |
/s/ David Gelbaum, Co-Trustee, The Quercus Trust | 08/26/2008 | |
/s/ David Gelbaum, as attorney-in-fact for Monica Chavez Gelbaum, Co-Trustee, The Quercus Trust | 08/26/2008 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |