Grundlæggende statistik
CIK | 1495536 |
SEC Filings
SEC Filings (Chronological Order)
February 8, 2022 |
ENCR / Ener-Core, Inc. / Hudson Bay Capital Management LP - ENCR 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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February 9, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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January 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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February 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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January 15, 2020 |
ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment SC 13G/A 1 p20-0121sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box t |
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August 9, 2019 |
Current Report 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): August 2, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commission (IRS Employ |
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July 9, 2019 |
Termination of a Material Definitive Agreement, Other Events Current Report 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): June 13, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commission (IRS Employe |
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June 28, 2019 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities 8-K 1 encr8k.htm CURRENT REPORT 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): June 14, 2019 ENER-CORE, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-37642 45-0525350 (State or Other Jurisdiction (Commis |
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June 7, 2019 |
Entry into a Material Definitive Agreement 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): June 3, 2019 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe |
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May 3, 2019 |
Form of Bridge Notes Amendment Agreement, effective as of April 30, 2019 Exhibit 4.3 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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May 3, 2019 |
Form of 2015 Amendment Agreement, effective as of April 30, 2019 Exhibit 4.1 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached he |
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May 3, 2019 |
Form of 2016 Amendment Agreement, effective as of April 30, 2019 Exhibit 4.2 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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May 3, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): April 30, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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May 3, 2019 |
Form of June 2018 Notes Amendment Agreement, effective as of April 30, 2019 Exhibit 4.4 AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 4 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of April 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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April 2, 2019 |
Form of Bridge Notes Amendment Agreement, effective as of February 27, 2019 Exhibit 4.3 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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April 2, 2019 |
Form of 2016 Amendment Agreement, effective as of February 27, 2019 Exhibit 4.2 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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April 2, 2019 |
Form of June 2018 Notes Amendment Agreement, effective as of February 27, 2019 Exhibit 4.4 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached her |
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April 2, 2019 |
Form of 2015 Amendment Agreement, effective as of February 27, 2019 Exhibit 4.1 AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 3 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of March 28, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached he |
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April 2, 2019 |
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): March 28, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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April 1, 2019 |
ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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March 1, 2019 |
Form of 2015 Amendment Agreement, effective as of February 27, 2019 Exhibit 4.1 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached |
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March 1, 2019 |
Form of Bridge Notes Amendment Agreement, effective as of February 27, 2019 Exhibit 4.3 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached |
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March 1, 2019 |
Form of June 2018 Notes Amendment Agreement, effective as of February 27, 2019 Exhibit 4.4 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached |
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March 1, 2019 |
Form of 2016 Amendment Agreement, effective as of February 27, 2019 Exhibit 4.2 AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 2 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of February 27, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached |
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March 1, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 27, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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February 8, 2019 |
SC 13G/A 1 sc13g1218a1intracoenercore.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires F |
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February 4, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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February 1, 2019 |
Form of Amendment No. 1 to June 2018 Notes Amendment Agreement, effective as of January 30, 2019 Exhibit 4.4 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h |
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February 1, 2019 |
Form of Amendment No. 1 to 2016 Amendment Agreement, effective as of January 30, 2019 Exhibit 4.2 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h |
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February 1, 2019 |
Form of Amendment No. 1 to Bridge Notes Amendment Agreement, effective as of January 30, 2019 Exhibit 4.3 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached h |
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February 1, 2019 |
Form of Amendment No. 1 to 2015 Amendment Agreement, effective as of January 30, 2019 Exhibit 4.1 AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER This AMENDMENT NO. 1 TO AMENDMENT AGREEMENT AND WAIVER (this “Amendment”), dated as of January 30, 2019, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached |
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February 1, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): January 30, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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February 1, 2019 |
ENCR / Ener-Core, Inc. / Hudson Bay Capital Management LP - ENCR 13GA Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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January 31, 2019 |
ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment SC 13G/A 1 p19-0314sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2018 (Date of event which requires filing of this statement) Check the appropriate box t |
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January 25, 2019 |
Exhibit 10.2 FOURTH AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS FOURTH AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of December [], 2018 (this “Amendment”), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”) is entered i |
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January 25, 2019 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of January 18, 2019, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each individually, an “Initial Buye |
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January 25, 2019 |
Form of Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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January 25, 2019 |
Exhibit 4.3 FOURTH AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS FOURTH AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this “Amendment”) is made and entered into as of December [], 2018 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (as amended, the “Notes”) as issued by the Co |
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January 25, 2019 |
Exhibit 10.3 FIFTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT This FIFTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT, dated as of January [ ], 2018 (this “Fifth Amendment”), is entered into by and among Ener-Core, Inc., a Delaware corporation (the “Company”), Ener-Core Power, Inc. (“ECP”), a Delaware corporation, and each other Subsidiary of the Company and ECP hereafter becoming party here |
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January 25, 2019 |
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): January 18, 2019 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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January 25, 2019 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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January 3, 2019 |
Form of 2015 Amendment Agreement, effective as of December 31, 2018 Exhibit 4.1 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter |
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January 3, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): December 31, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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January 3, 2019 |
Form of 2016 Amendment Agreement, effective as of December 31, 2018 Exhibit 4.2 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter |
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January 3, 2019 |
Form of June 2018 Notes Amendment Agreement, effective as of December 31, 2018 Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter |
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January 3, 2019 |
Form of Bridge Notes Amendment Agreement, effective as of December 31, 2018 Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of December 31, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 30100 Town Center Dr., Suite O-209, Laguna Niguel, California 92677 (the ”Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized ter |
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November 20, 2018 |
ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report) 10-Q 1 f10q0918enercoreinc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commi |
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November 15, 2018 |
ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr |
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August 20, 2018 |
ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n |
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August 14, 2018 |
ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit |
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July 10, 2018 |
ENCR / Ener-Core, Inc. / INTRACOASTAL CAPITAL, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 29272A206 (CUSIP Number) June 5, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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July 3, 2018 |
Form of 2016 Amendment Agreement, effective as of June 30, 2018 Exhibit 4.2 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi |
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July 3, 2018 |
Form of 2015 Amendment Agreement, effective as of June 30, 2018 Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi |
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July 3, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 30, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numb |
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July 3, 2018 |
Form of Bridge Notes Amendment Agreement, effective as of June 30, 2018 Exhibit 4.3 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi |
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July 3, 2018 |
Form of Convertible Notes Amendment Agreement, effective as of June 30, 2018 Exhibit 4.4 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of June 30, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defi |
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June 20, 2018 |
Slide Presentation of Ener-Core, Inc., June 20, 2018 Exhibit 99.1 |
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June 20, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 20, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numb |
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June 6, 2018 |
Exhibit 10.2 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”), dated as of June 5, 2018 (the “Effective Date”), is entered into by and among Anthony Tang (the “Subordinated Creditor”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Seni |
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June 6, 2018 |
Form of Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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June 6, 2018 |
Exhibit 10.4 FOURTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT This FOURTH AMENDMENT TO THE PLEDGE AND SECURITY AGREEMENT, dated as of June 5, 2018 (this “Fourth Amendment”), is entered into by and among Ener-Core, Inc., a Delaware corporation (the “Company”), Ener-Core Power, Inc. (“ECP”), a Delaware corporation, and each other Subsidiary of the Company and ECP hereafter becoming party hereto |
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June 6, 2018 |
Form of 2015 Amendment Agreement, effective as of June 5, 2018 Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein a |
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June 6, 2018 |
Exhibit 4.6 THIRD AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS THIRD AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this “Amendment”) is made and entered into as of June 5, 2018 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (as amended, the “Notes”) as issued by the Company p |
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June 6, 2018 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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June 6, 2018 |
Exhibit 10.3 THIRD AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS THIRD AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of June 5, 2018 (this “Amendment”), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”) is entered into by |
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June 6, 2018 |
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): June 5, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe |
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June 6, 2018 |
Form of 2016 Amendment Agreement, effective as of June 5, 2018 EX-4.4 5 f8k060518ex4-4enercore.htm FORM OF 2016 AMENDMENT AGREEMENT, EFFECTIVE AS OF JUNE 5, 2018 Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the in |
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June 6, 2018 |
EX-10.1 8 f8k060518ex10-1enercore.htm FORM OF SECURITIES PURCHASE AGREEMENT, DATED JUNE 5, 2018, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN, INCLUDING THE FORM OF GUARANTY OF ENER-CORE POWER, INC. Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of June 5, 2018, by and among Ener-Core, Inc., a Delaware corporation |
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June 6, 2018 |
Form of Bridge Amendment Agreement, effective as of June 5, 2018 Exhibit 4.5 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of June 5, 2018, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein a |
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May 21, 2018 |
ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact |
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May 18, 2018 |
ENCR / Ener-Core, Inc. / Like Capital Ltd - SC 13G/A (AMENDMENT NO. 1) Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) ENER-CORE, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) March 15, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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May 15, 2018 |
ENCR / Ener-Core, Inc. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi |
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May 7, 2018 |
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): May 1, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Number |
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April 16, 2018 |
ENCR / Ener-Core, Inc. ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37642 ENER-CORE, INC. |
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April 2, 2018 |
ENCR / Ener-Core, Inc. NT 10-K NT 10-K 1 extf10k2017enercore.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 2 |
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March 27, 2018 |
Form of 2015 Waiver, effective as of March 26, 2018 Exhibit 4.3 WAIVER This WAIVER (the “Waiver”), dated as of March 26, 2018, is made by the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agreem |
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March 27, 2018 |
Form of Additional Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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March 27, 2018 |
Form of 2016 Waiver, effective as of March 26, 2018 Exhibit 4.4 WAIVER This WAIVER (the “Waiver”), dated as of March 26, 2018, is made by the investor listed on the signature page attached hereto (the “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agreem |
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March 27, 2018 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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March 27, 2018 |
Exhibit 10.1 FOURTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT This FOURTH AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the “Agreement”), is made as of March 26, 2018, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investors listed on the Schedule of Buyers attached |
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March 27, 2018 |
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): March 26, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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March 26, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) Tsan San Mok Unit 2101, 21st Floor MassMutual Tower 33 Lockhart Road Wanchai, Hong Kong 999077 852-9100-9032 (Name, address, and telephone number of Per |
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March 26, 2018 |
EX-99.4 5 sc13d0318mokex99-4ener.htm GUARANTY SECURITY AGREEMENT Exhibit 99.4 GUARANTY SECURITY AGREEMENT This GUARANTY SECURITY AGREEMENT is made and entered into as of March 15, 2018 (this “Agreement”) by and between Capital Union Investments Limited (“Pledgor”) and SQ Investment Fund II, LLC (“Lender”). R E C I T A L S A. Pledgor owns the issued and outstanding securities of various companies. |
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March 26, 2018 |
EX-99.1 2 sc13d0318mokex99-1ener.htm SECURED PROMISSORY NOTE Exhibit 99.1 SECURED PROMISSORY NOTE $2,000,000.00 Date of Note: March 15, 2018 FOR VALUE RECEIVED, MOK TSAN SAN, an individual (the “Maker”), promises to pay to the order of SQ Investment Fund II, LLC, a California limited liability company (“Payee”), or its assigns, the sum of TWO MILLION DOLLARS ($2,000,000.00) and to pay interest the |
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March 26, 2018 |
EX-99.3 4 sc13d0318mokex99-3ener.htm SECURED GUARANTY Exhibit 99.3 SECURED GUARANTY (Capital Union Investments Limited) THIS SECURED GUARANTY (this “Guaranty”) is made as of March 15, 2018 by Capital Union Investments Limited (“Guarantor”), for the benefit of SQ Investment Fund II, LLC (“Lender”), with reference to the following facts: A. Mok Tsan San, an individual (“Borrower”), has executed that |
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March 26, 2018 |
Exhibit 99.2 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT is made and entered into as of March 15, 2018 (this “Agreement”) by and between Mok Tsan San (“Pledgor”) and SQ Investment Fund II, LLC (“Lender”). R E C I T A L S A. Pledgor owns certain of the issued and outstanding shares of Ener-Core, Inc., a Delaware corporation (the “Company”). B. Pursuant to a Secured Promissory Note of even da |
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February 5, 2018 |
ENCR / Ener-Core, Inc. / Longboard Capital Advisors, LLC - SCHEDULE 13G AMENDMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Ener-Core, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul |
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February 2, 2018 |
SC 13G/A 1 ENCR-GA.htm ENER-CORE, INC. SC13G/A FORM SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Ch |
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January 26, 2018 |
Exhibit 10.1 THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT This THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of January 25, 2018, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached |
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January 26, 2018 |
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): January 25, 2018 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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January 26, 2018 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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January 26, 2018 |
Form of Additional Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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January 26, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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January 12, 2018 |
ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2017 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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December 28, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 f8k122817enercoreinc.htm CURRENT REPORT 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): December 28, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other ju |
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December 28, 2017 |
Form of 2015 Amendment Agreement, effective as of December 28, 2017 Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the ?Amendment?), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise |
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December 28, 2017 |
Form of 2016 Amendment Agreement, effective as of December 28, 2017 EX-4.2 3 f8k122817ex4-2enercore.htm FORM OF 2016 AMENDMENT AGREEMENT, EFFECTIVE AS OF DECEMBER 28, 2017 Exhibit 4.2 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Amendment”), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Company”), and the investor liste |
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December 28, 2017 |
Form of First Amendment to 2017 Notes, effective as of December 28, 2017 Exhibit 4.3 FIRST AMENDMENT TO SENIOR SECURED NOTES This FIRST AMENDMENT TO SENIOR SECURED NOTES (the ?Amendment?), dated as of December 28, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?), and amen |
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December 21, 2017 |
Form of 2016 Waiver, effective as of December 20, 2017 Exhibit 4.4 WAIVER This WAIVER (the ?Waiver?), dated as of December [], 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agr |
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December 21, 2017 |
Exhibit 10.1 SECOND AMENDED AND SECURITIES PURCHASE AGREEMENT This SECOND AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of December 20, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto |
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December 21, 2017 |
Form of Additional Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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December 21, 2017 |
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): December 20, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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December 21, 2017 |
Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI |
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December 21, 2017 |
Form of 2015 Waiver, effective as of December 20, 2017 Exhibit 4.3 WAIVER This WAIVER (the ?Waiver?), dated as of December [], 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agr |
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December 19, 2017 |
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): December 17, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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December 19, 2017 |
EX-10.1 2 f8k121717ex10-1enercore.htm SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS, DATED DECEMBER 17, 2017, EFFECTIVE AS OF DECEMBER 25, 2017, BY AND BETWEEN THE COMPANY AND ALAIN J. CASTRO, INCLUDING A FORM OF SEVERANCE AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS This Separation Agreement and General Release of all Cla |
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December 19, 2017 |
Exhibit 99.1 Ener-Core Announces Strategic Progress and Transition of Executive Leadership IRVINE, CA - (Marketwire) - 12/19/17 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, announces that the Company?s Board of Directors has approved the next phase of its strategic revenue plan: the expansion of |
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November 20, 2017 |
ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Ex |
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November 14, 2017 |
ENCR / Ener-Core, Inc. NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr |
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November 2, 2017 |
Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI |
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November 2, 2017 |
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): November 1, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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November 2, 2017 |
Form of 2015 Waiver, effective as of November 1, 2017 Exhibit 4.3 WAIVER This WAIVER (the ?Waiver?), dated as of November 1, 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agre |
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November 2, 2017 |
Exhibit 10.1 AMENDED AND SECURITIES PURCHASE AGREEMENT This AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (the ?Agreement?), is made as of November 1, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (each individu |
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November 2, 2017 |
Form of Additional Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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November 2, 2017 |
Form of 2016 Waiver, effective as of November 1, 2017 Exhibit 4.4 WAIVER This WAIVER (the ?Waiver?), dated as of November 1, 2017, is made by the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the November 2016 SPA (as defined below), as applicable. RECITALS A. Reference is made to that certain Securities Purchase Agre |
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September 20, 2017 |
Exhibit 10.2 SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of September 19, 2017 (this ?Amendment?), to the Subordination and Intercreditor Agreement dated as of November 2, 2015 (as further amended, restated, supplemented or otherwise modified from time to time, the ?Intercreditor Agreement?) is entered i |
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September 20, 2017 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of September 19, 2017, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (each individually, a ?Buyer? and collectively, the |
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September 20, 2017 |
Form of 2015 Amendment Agreement, effective as of September 19, 2017 EX-4.3 4 f8k091917ex4-3enercoreinc.htm FORM OF 2015 AMENDMENT AGREEMENT, EFFECTIVE AS OF SEPTEMBER 19, 2017 Exhibit 4.3 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the “Amendment”), dated as of September 19, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the “Compan |
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September 20, 2017 |
Exhibit 10.3 SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SECOND AMENDMENT TO SUBORDINATION AND INTERCREDITOR AGREEMENT, dated as of September 19, 2017 (this ?Amendment?), to the Subordination and Intercreditor Agreement dated as of September 1, 2016 (as further amended, restated, supplemented or otherwise modified from time to time, the ?Intercreditor Agreement?) is entered |
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September 20, 2017 |
Exhibit 4.5 SECOND AMENDMENT TO CONVERTIBLE UNSECURED NOTES THIS SECOND AMENDMENT TO CONVERTIBLE UNSECURED NOTES (this ?Amendment?) is made and entered into as of September 19, 2017 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Convertible Unsecured Notes dated as of September 1, 2016 (the ?Notes?) as issued by the Company pursu |
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September 20, 2017 |
Form of Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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September 20, 2017 |
EX-4.2 3 f8k091917ex4-2enercoreinc.htm FORM OF WARRANT Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASS |
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September 20, 2017 |
Form of 2016 Amendment Agreement, effective as of September 19, 2017 Exhibit 4.4 AMENDMENT AGREEMENT AND WAIVER This AMENDMENT AGREEMENT AND WAIVER (the ?Amendment?), dated as of September 19, 2017, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 8965 Research Drive, Suite 100, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used he |
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September 20, 2017 |
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): September 19, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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August 18, 2017 |
ENCR / Ener-Core, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n |
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August 14, 2017 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transit |
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June 6, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 6, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe |
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June 6, 2017 |
Exhibit 99.1 OTCQB: ENCR June 2017 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an inducement to make an offer or invitation with respect to those securities . No agree |
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May 19, 2017 |
Ener-Core QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact |
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May 15, 2017 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K R Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi |
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May 8, 2017 |
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): May 3, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Number |
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May 8, 2017 |
Offer Letter to James Reiman, effective May 3, 2017 Exhibit 10.1 April 24, 2017 Ener-Core, Inc. 8965 Research Dr. Irvine, CA 92618 949-616-3300 949-616-3399 Fax James Reiman 522 Church St., Apt. 7D Evanston, IL 60201-4575 Dear Jim, On behalf of Ener-Core Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to the confirmation of this invitation eit |
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May 8, 2017 |
Ener-Core Appoints James Reiman to its Board of Directors Exhibit 99.1 Ener-Core Appoints James Reiman to its Board of Directors IRVINE, Calif. ? May 8, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, has appointed James Reiman to its board of directors. In conjunction with this appointment, Jeffrey Horn has transitioned from director to a member of |
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May 8, 2017 |
Option Agreement dated May 3, 2017 between Ener-Core, Inc. and James Reiman Exhibit 10.2 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the ?Company?) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the ?Plan?), to the Grantee designated in this Notice of Grant of Non-qualified Stock Option (the ?Notice of Grant?) a Non-qualified S |
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May 1, 2017 |
Exhibit 4.1 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE |
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May 1, 2017 |
Exhibit 4.3 FIRST AMENDMENT TO [AMENDED AND RESTATED] SENIOR SECURED NOTES THIS FIRST AMENDMENT TO [AMENDED AND RESTATED] SENIOR SECURED NOTES (this ?Amendment?) is made and entered into as of April 27, 2017 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes [amended and restated as of December 2, 2016 (as amende |
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May 1, 2017 |
Exhibit 10.1 FIRST AMENDMENT TO BACKSTOP SECURITY SUPPORT AGREEMENT This First Amendment to Backstop Security Support Agreement (?Amendment?) is made and entered into on April 27, 2017, by and between Anthony Tang, an individual investor (the ?Investor?), and Ener-Core, Inc., a corporation incorporated under the laws of Delaware (?Ener-Core?), and amends that certain Backstop Security Support Agre |
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May 1, 2017 |
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): April 27, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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May 1, 2017 |
EX-4.2 3 f8k042717ex4iienercoreinc.htm FORM OF WARRANT ISSUED ON APRIL 27, 2017 IN SUPPORT OF BACKSTOP SECURITY SUPPORT AGREEMENT, DATED NOVEMBER 2, 2015, AS AMENDED TO DATE Exhibit 4.2 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN |
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April 19, 2017 |
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): April 14, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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April 19, 2017 |
Offer Letter to Kent Williams, effective April 14, 2017 Exhibit 10.1 Ener-Core, Inc. 8965 Research Dr. Irvine, CA 92618 949-616-3300 March 30, 2017 949-616-3399 Fax Kent Williams 6 Katrina Court Orinda, California 94563 Dear Kent, On behalf of Ener-Core Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to the confirmation of this invitation either b |
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April 19, 2017 |
Ener-Core Appoints Kent Williams to its Board of Directors Exhibit 99.1 Ener-Core Appoints Kent Williams to its Board of Directors IRVINE, Calif. ? April 19, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, has appointed Kent Williams to its board of directors. His appointment increases the total number of board members to eight, with two members servi |
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April 19, 2017 |
Option Agreement dated April 14, 2017 between Ener-Core, Inc. and Kent Williams Exhibit 10.2 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the ?Company?) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the ?Plan?), to the Grantee designated in this Notice of Grant of Non-qualified Stock Option (the ?Notice of Grant?) a Non-qualified S |
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April 17, 2017 |
C O R P O R A T E P A R T I C I P A N T S Exhibit 99.1 C O R P O R A T E P A R T I C I P A N T S Alain Castro, Chief Executive Officer Domonic J. Carney, Chief Financial Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Dallas Salazar, Atlas Consulting Joe Filberto, Kansas Shira Associates Peter Spaulding, Private Investor P R E S E N T A T I O N Operator: Good afternoon. Welcome to the Ener-Core Fourth Quarter and Full Year 201 |
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April 17, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 f8k041317enercoreinc.htm CURRENT REPORT 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): April 13, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other juris |
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April 14, 2017 |
Ener-Core ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37642 ENER-CORE, INC. |
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April 12, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): April 12, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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April 12, 2017 |
Exhibit 99.1 The Dresser-Rand Business Accelerates License Fee Payments to Ener-Core and Evaluates Potential Expansion of License Agreement to Cover Deployment of Larger Power Capacity Products Amended Agreement Results in $1.2 Million Accelerated License Fee Payment to Ener-Core IRVINE, Calif. ? April 12, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion |
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March 31, 2017 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tra |
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March 24, 2017 |
Exhibit 99.1 Ener-Core to Host Conference Call on Thursday, April 13, 2017 at 4:30 p.m. ET Management to Discuss New Developments in Licensing Business, First Industrial Installation and Status of Commercial Pipeline IRVINE, Calif. ? March 24, 2017 - Ener-Core, Inc. (OTCQB: ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, wi |
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March 24, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 24, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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February 21, 2017 |
ENCR / Ener-Core, Inc. / Longboard Capital Advisors, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ener-Core, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 29272A206 (CUSIP Number) February 14, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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February 16, 2017 |
Ener-Core REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on February 16, 2017 Registration Statement No. |
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February 16, 2017 |
Ener-Core POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 Filed with the Securities and Exchange Commission on February 16, 2017. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdi |
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February 6, 2017 |
Exhibit 10.2 ADVISORY SERVICES AGREEMENT This Advisory Services Agreement (?Agreement?) is effective as of January 31, 2017 (?Effective Date?) by and between ENER-CORE, Inc., a Delaware corporation (the ?Company?), and Boris Maslov (the ?Advisor?). In consideration of the mutual covenants and agreements hereafter set forth, the parties agree as follows: 1. Duties of Advisor. a. Services. Advisor s |
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February 6, 2017 |
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): January 31, 2017 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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February 6, 2017 |
Exhibit 10.1 SEPARATION AGREEMENT AND MUTUAL RELEASE This Separation Agreement and Mutual Release (hereinafter ?Agreement?), is made and entered into by and between Boris Maslov (?Employee?) and Ener-Core, Inc., a Delaware corporation (the ?Company?), with reference to the following: A. Employee was employed by the Company pursuant to the terms of an Employment Agreement effective as of December 3 |
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January 24, 2017 |
Ener-Core, Inc. Up to 4,727,963 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-215562 PROSPECTUS Ener-Core, Inc. Up to 4,727,963 Shares of Common Stock This prospectus relates to the offer and sale from time to time by the selling stockholders identified in this prospectus of up to an aggregate of 4,727,963 shares of our common stock, par value $0.0001 per share, upon conversion of convertible notes and/or warra |
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January 24, 2017 |
ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2016 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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January 23, 2017 |
Ener-Core SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ENER-CORE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29272A206 (CUSIP Number) January 12, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule 1 |
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January 19, 2017 |
Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR January 19, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Frank Pigott Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-215562 Acceleration Request Requested Date: January 23, 2017 Requested Time: 4:30 p.m. Eastern Time |
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January 17, 2017 |
Ener-Core REGISTRATION STATEMENT Filed with the Securities and Exchange Commission on January 17, 2017. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporation or organization) ( |
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December 27, 2016 |
Filed Pursuant to Rule 424(b)(3) File Number 333-211048 PROSPECTUS SUPPLEMENT Prospectus Supplement dated December 27, 2016 to Prospectus declared effective on June 28, 2016 (Registration No. |
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December 14, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 f8k121216enercoreinc.htm CURRENT REPORT 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): December 12, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other ju |
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December 14, 2016 |
Exhibit 10.1 SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT This Second Amendment to Securities Purchase Agreement (this ?Amendment?), is made and entered into as of December 12, 2016, by and between Ener-Core, Inc., a Delaware corporation (the ?Company?), and [BUYER] (the ?Buyer?), and amends that certain Securities Purchase Agreement, dated as of November 23, 2016 (as amended to date, the ?Ag |
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December 8, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): December 6, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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December 8, 2016 |
Exhibit 99.1 OTCQB: ENCR December 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an inducement to make an offer or invitation with respect to those securities . No a |
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December 2, 2016 |
Form of Revised Amendment Agreement, dated November 23, 2016 EX-4.1 2 f8k120116ex4ienercoreinc.htm FORM OF REVISED AMENDMENT AGREEMENT, DATED NOVEMBER 23, 2016 Exhibit 4.1 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the “Agreement”), dated as of November 23, 2016, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the “Company”), and the investor listed on the signature p |
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December 2, 2016 |
Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI |
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December 2, 2016 |
Form of Amendment Agreement and Waiver, dated December 1, 2016 EX-10.1 4 f8k120116ex10ienercoreinc.htm FORM OF AMENDMENT AGREEMENT AND WAIVER, DATED DECEMBER 1, 2016 Exhibit 10.1 AMENDMENT AGREEMENT AND WAIVER This Amendment Agreement and Waiver (this “Agreement”), is made and entered into as of December 1, 2016, by and between Ener-Core, Inc., a Delaware corporation (the “Company”), and [BUYER] (the “Buyer”). All capitalized terms used herein but not defined |
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December 2, 2016 |
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): December 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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November 25, 2016 |
Exhibit 4.4 FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of November 23, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of September 1, 2016 (as amended to date, the ?Agreement?), by |
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November 25, 2016 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of November 23, 2016, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investors listed on the Schedule of Buyers attached hereto (individually, an ?Initial Buyer? and collectively, the ?Initial Buy |
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November 25, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): November 23, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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November 25, 2016 |
Form of Amendment Agreement, dated November 23, 2016 Exhibit 4.3 AMENDMENT AGREEMENT This AMENDMENT AGREEMENT (the ?Agreement?), dated as of November 23, 2016, is made by and between Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investor listed on the signature page attached hereto (the ?Holder?). Capitalized terms used herein and not otherwise defined herein |
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November 25, 2016 |
Form of Convertible Senior Secured Promissory Note Exhibit 4.1 [FORM OF SENIOR SECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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November 25, 2016 |
Exhibit 4.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATI |
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November 21, 2016 |
Ener-Core QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Ex |
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November 14, 2016 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2016 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tr |
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October 24, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 21, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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October 24, 2016 |
SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER Exhibit 4.2 SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER THIS SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER (this ?Amendment?) is made and entered into as of October 21, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of May 9, 2015 (as amended to date, the ?Notes?) as issued by the Co |
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October 24, 2016 |
Exhibit 99.1 Ener-Core Completes Delivery of its First 2 MW Power Oxidizers to Pacific Ethanol Stockton Biorefinery Represents Ener-Core?s First Commercial Shipment of its Recently Scaled-Up 2 MW Systems IRVINE, Calif. ? October 21, 2016 - Ener-Core, Inc. (OTCQB: ENCR), a developer of innovative gas conversion technologies for global commercial and industrial facilities, has delivered two of its 2 |
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October 24, 2016 |
SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER Exhibit 4.1 SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER THIS SIXTH AMENDMENT TO SENIOR SECURED NOTES AND WAIVER (this ?Amendment?) is made and entered into as of October 21, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the ?Notes?) as issued by the |
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October 14, 2016 |
EX-99.1 2 f8k101416ex99ienercore.htm SLIDE PRESENTATION OF ENER-CORE, INC Exhibit 99.1 OTCQB: ENCR October 2016 A New Opportunity to Profit From Industrial Waste Gas 2 Forward Looking Statements This presentation has been prepared by Ener - Core, Inc. (the "Company"). It should not be considered as an offer or invitation t o subscribe for or purchase any securities in the Company or as an induceme |
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October 14, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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 13, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File N |
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September 30, 2016 |
Exhibit 10.1 Fourth Amendment to Commercial License Agreement This Fourth Amendment to the Commercial License Agreement (this ?Fourth Amendment?) is entered into effective as of September 26, 2016 by and between Dresser-Rand Company, a New York general partnership (?D-R?) and Ener-Core Power, Inc., a Delaware corporation (?E-C?). Background Information A. D-R and E-C entered into a Commercial Lice |
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September 30, 2016 |
First Amendment to Ener-Core, Inc. 2015 Omnibus Incentive Plan EX-10.2 3 f8k092616ex10iienercoreinc.htm FIRST AMENDMENT TO ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN Exhibit 10.2 FIRST AMENDMENT TO ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN In accordance with those certain resolutions adopted by the Board of Directors and stockholders of Ener-Core, Inc., a Delaware corporation (the “Company”), the 2015 Omnibus Incentive Plan (the “Plan”) of the Company is h |
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September 30, 2016 |
Exhibit 99.1 Ener-Core Receives $1.1 Million from the Dresser-Rand Business Substantial Progress Achieved on Integration Testing of 2 MW Power Oxidizer System with KG2 Gas Turbine IRVINE, Calif. ? September 26, 2016 - Ener-Core, Inc. (OTCQB: ENCR), a developer of innovative gas conversion technologies for global commercial and industrial facilities, and the Dresser-Rand business, part of Siemens P |
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September 30, 2016 |
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): September 26, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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September 2, 2016 |
FIFTH AMENDMENT TO SENIOR SECURED NOTES Exhibit 4.3 FIFTH AMENDMENT TO SENIOR SECURED NOTES THIS FIFTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of September 1, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the “Notes”) as issued by the Company pursuant to |
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September 2, 2016 |
Exhibit 10.2 SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this ?Agreement?) is entered into as of September 1, 2016, by and among Longboard Capital Advisors LLC (the ?Subordinated Agent?), Ener-Core, Inc., a Delaware corporation (?Borrower?), |
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September 2, 2016 |
Exhibit 10.1 This AGREEMENT and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of SEPTEMBER 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the ?Subordination Agreement?), by and among LONGBOARD CAPITAL ADVISORS LLC (t |
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September 2, 2016 |
Exhibit 4.2 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI |
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September 2, 2016 |
FIFTH AMENDMENT TO SENIOR SECURED NOTES EX-4.4 5 f8k090116ex4ivenercore.htm FIFTH AMENDMENT TO SENIOR SECURED NOTES ISSUED IN MAY 2015, EFFECTIVE AS OF SEPTEMBER 1, 2016 Exhibit 4.4 FIFTH AMENDMENT TO SENIOR SECURED NOTES THIS FIFTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of September 1, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends tho |
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September 2, 2016 |
Form of Convertible Unsecured Promissory Note Exhibit 4.1 [FORM OF CONVERTIBLE UNSECURED NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES MAY BE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) A |
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September 2, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): September 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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August 30, 2016 |
Form of Amendment to Warrant(s) Exhibit 4.1 [FORM OF AMENDMENT TO WARRANTS] ENER-CORE, INC. Amendment to Warrant(s) This AMENDMENT TO WARRANt(S) (this ?Amendment?) is furnished to you, [HOLDER] (the ?Holder?), pursuant to Section 9 of that certain warrant or those certain warrants, as appropriate, to purchase certain shares of the common stock, par value $0.0001 per share (the ?Common Stock?), of Ener-Core, Inc., a Delaware corp |
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August 30, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): August 24, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37642 45-0525350 (State or other jurisdiction of incorporation) (Commission File Nu |
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August 29, 2016 |
Ener-Core DEFINITIVE PROXY STATEMENT DEF 14A 1 def14a0816enercoreinc.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the |
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August 18, 2016 |
Ener-Core QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n |
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August 18, 2016 |
Ener-Core QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37642 ENER-CORE, INC. (Exact n |
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August 15, 2016 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K þ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: June 30, 2016 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit |
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July 6, 2016 |
Exhibit 99.2 Ener-Core Appoints Stephen Markscheid to Board of Directors Brings More Than 30 Years of Global Experience in Corporate Finance, Industrials and Clean Tech IRVINE, CA ? July 06, 2016 ? Ener-Core, Inc. (OTCQB: ENCR), the world?s only provider of Power Oxidation technology and equipment that generates clean power from waste and low-quality gases from a wide variety of industries, appoin |
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July 6, 2016 |
Exhibit 10.1 [***] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to this omitted information. EXECUTION VERSION COMMERCIAL AND MANUFACTURING LICENSE AGREEMENT This COMMERCIAL AND MANUFACTURING LICENSE AGREEMENT (?Agreement?) |
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July 6, 2016 |
Option Agreement, dated July 1, 2016, between the Company and Stephen Markscheid EX-10.3 4 f8k0716ex10iiienercore.htm OPTION AGREEMENT, DATED JULY 1, 2016, BETWEEN THE COMPANY AND STEPHEN MARKSCHEID Exhibit 10.3 NOTICE OF GRANT OF NON-QUALIFIED STOCK OPTION ENER-CORE, INC. 2015 OMNIBUS INCENTIVE PLAN FOR GOOD AND VALUABLE CONSIDERATION, Ener-Core, Inc. (the “Company”) hereby grants, pursuant to the provisions of the Ener-Core, Inc. 2015 Omnibus Incentive Plan (the “Plan”), to |
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July 6, 2016 |
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): July 6, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55400 45-0525350 (State or other jurisdiction of incorporation) (Commission File Numbe |
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July 6, 2016 |
Exhibit 99.1 Ener-Core and the Dresser-Rand business enter into commercial and manufacturing license agreement for Ener-Core?s Power Oxidizers The Dresser-Rand business gains exclusive rights to manufacture and sell Ener-Core?s 1 ? 4 MW range Power Oxidizers to industrial customers Ener-Core shifts to a licensing fee business model with the Dresser-Rand business IRVINE, CA ? June 30, 2016 - Ener-C |
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July 6, 2016 |
Exhibit 10.2 Ener-Core, Inc. 9400 Toledo Way Irvine, CA 92618 949-616-3300 949-616-3399 Fax June 29, 2016 Stephen Markscheid 419 Washington Avenue Wilmette, Illinois 60091 Dear Stephen, On behalf of Ener-Core, Inc., a Delaware corporation (the ?Company?) or its successors, I am pleased to invite you to join the Company?s Board of Directors (the ?Board?), subject to your election to the Board by th |
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July 6, 2016 |
ENER-CORE, INC. EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.4 ENER-CORE, INC. EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this ?Agreement?) is entered into as of June 29, 2016 (the ?Effective Date?), by and between Ener-Core, Inc., a Delaware corporation (the ?Company?), and Douglas Hamrin (?Executive?). AGREEMENT In consideration of the premises and mutual covenants herein and for other good and valuable consideration, t |
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June 29, 2016 |
Ener-Core, Inc. Up to 937,500 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-211048 PROSPECTUS Ener-Core, Inc. Up to 937,500 Shares of Common Stock This prospectus relates to the offer and sale from time to time by the selling stockholders identified in this prospectus of up to an aggregate of 937,500 shares of our common stock, par value $0.0001 per share. The selling stockholders acquired an aggregate of 625 |
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June 27, 2016 |
K&L Gates LLP 1 Park Plaza Twelfth Floor Irvine, CA 92614 T +1 949 253 0900 F +1 949 253 0902 klgates. |
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June 27, 2016 |
Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR June 27, 2016 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Kevin Stertzel Mr. John Cash Mr. David Korvin Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-211048 Acceleration Request Requested Date: June 28, 2016 Requested T |
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June 14, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): June 13, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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June 13, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) Walter L. Schindler Managing Partner SAIL Venture Partners LLC SAIL Capital Management LLC c/o Samini Scheinberg PC 840 Newport Center Drive, |
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June 10, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 f8k060916enercoreinc.htm CURRENT REPORT 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): June 9, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisd |
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June 10, 2016 |
LD Micro Conference Investor Presentation June 9, 2016 Exhibit 99.1 LD Micro Conference Investor Presentation June 9, 2016 3 Disclaimer / Forward - Looking Statements Ener - Core, Inc . (? Ener - Core?) cautions that this presentation (including the oral commentary that accompanies it) may contain forward - looking statements that involve substantial risks and uncertainties . All statements, other than statements of historical facts, contained in this |
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June 8, 2016 |
Ener-Core AMENDMENT NO.2 TO FORM S-1 Filed with the Securities and Exchange Commission on June 8, 2016. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporati |
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June 8, 2016 |
K&L Gates LLP 1 Park Plaza Twelfth Floor Irvine, CA 92614 T +1 949 253 0900 F +1 949 253 0902 klgates. |
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May 16, 2016 |
Ener-Core QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _ to _ Commission file number: 333-173040 ENER-CORE, INC. (E |
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May 5, 2016 |
Ener-Core AMENDMENT NO.1 TO FORM S-1 Filed with the Securities and Exchange Commission on May 5, 2016. Registration Statement No. 333-211048 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporatio |
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April 30, 2016 |
Ener-Core REGISTRATION STATEMENT Filed with the Securities and Exchange Commission on May 2, 2016. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorporation or organization) (Prima |
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April 21, 2016 |
ENCR / Ener-Core, Inc. / Like Capital Ltd - SCHEDULE 13G Passive Investment SC 13G 1 sc13g0416likecapitalener.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ENER-CORE, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 29272A206 (CUSIP Number) April 11, 2016 (Date of Event Which Requires Filing of this Statement) Ch |
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April 14, 2016 |
Ener-Core ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-173040 ENER-CORE, INC. |
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April 12, 2016 |
Exhibit 10.1 Execution Version STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the ?Agreement?), dated as of April 11, 2016, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the ?Company?), and the investors identified in their respective ?Buyer Signature Page? attached hereto (individually, a ?Buyer? and collectively, |
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April 12, 2016 |
8-K 1 f8k041116enercoreinc.htm CURRENT REPORT 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): April 11, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other juri |
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April 12, 2016 |
Ener-Core Closes $3.0 Million Private Placement Transaction Exhibit 99.1 Ener-Core Closes $3.0 Million Private Placement Transaction IRVINE, California, April 12, 2016? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced the closing of a private placement with an accredited |
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April 5, 2016 |
Ener-Core REGISTRATION WITHDRAWAL REQUEST Ener-Core, Inc. 9400 Toledo Way Irvine, California 92618 VIA EDGAR April 5, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, DC 20549 Attn: Ms. Pamela Long Mr. Kevin Stertzel Mr. John Cash Re: Ener-Core, Inc. Registration Statement on Form S-1 File No. 333-205916 Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of |
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April 5, 2016 |
Form of Additional Warrant to Purchase Common Stock, dated March 31, 2016 Exhibit 4.1 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI |
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April 5, 2016 |
Exhibit 10.3 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this ?Amendment?) is made and entered into as of April 4, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends that certain Registration Rights Agreement, dated as of December 30, 2015 (the ?Agreement?), by and among the Company and the ?Bu |
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April 5, 2016 |
Exhibit 10.2 FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the ?Agreement?), by and a |
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April 5, 2016 |
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): March 30, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Nu |
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April 5, 2016 |
EX-10.1 5 f8k032816ex10ienercoreinc.htm FORM OF FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT DATED APRIL 22, 2015, EFFECTIVE AS OF MARCH 31, 2016 Exhibit 10.1 FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS FIFTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 31, 2016, by and among Ener-Core, Inc., a Delaware corporation (the “Company”) |
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April 5, 2016 |
FOURTH AMENDMENT TO SENIOR SECURED NOTES EX-4.2 3 f8k032816ex4iienercoreinc.htm FORM OF FOURTH AMENDMENT TO SENIOR SECURED NOTES ISSUED IN APRIL 2015, EFFECTIVE AS OF MARCH 31, 2016 Exhibit 4.2 FOURTH AMENDMENT TO SENIOR SECURED NOTES THIS FOURTH AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of March 31, 2016 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and |
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April 5, 2016 |
FOURTH AMENDMENT TO SENIOR SECURED NOTES Exhibit 4.3 FOURTH AMENDMENT TO SENIOR SECURED NOTES THIS FOURTH AMENDMENT TO SENIOR SECURED NOTES (this ?Amendment?) is made and entered into as of March 31, 2016 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?), and the undersigned, and amends those certain Senior Secured Notes dated as of May 9, 2015 (as amended to date, the ?Notes?) as issued by the Company pursuant to that |
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March 30, 2016 |
Ener-Core NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number 001-37642 CUSIP Number 29272A206 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tra |
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March 4, 2016 |
Ener-Core CURRENT REPORT (Current Report/Significant Event) 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): March 1, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File Num |
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January 19, 2016 |
ENCR / Ener-Core, Inc. / Empery Asset Management, LP - ENER-CORE, INC. Passive Investment SC 13G/A 1 p16-0112sc13ga.htm ENER-CORE, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29272A206 (CUSIP Number) December 31, 2015 (Date of event which requires filing of this statement) Check the appropriate box t |
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January 19, 2016 |
Ener-Core AMENDED REGISTRATION STATEMENT Filed with the Securities and Exchange Commission on January 19, 2016. Registration Statement No. 333-205916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorpo |
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January 14, 2016 |
Ener-Core AMENDMENT NO. 7 TO REGISTRATION STATEMENT Filed with the Securities and Exchange Commission on January 14, 2016. Registration Statement No. 333-205916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ENER-CORE, INC. (Exact name of registrant as specified in its charter) Delaware 3511 46-0525350 (State or other jurisdiction of incorpo |
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January 7, 2016 |
ENCR / Ener-Core, Inc. / Jeneration Capital Master Fund - FORM SC 13G Passive Investment SC 13G 1 v428552sc13g.htm FORM SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 Under the Securities Exchange Act of 1934 Ener-Core, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) |
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January 4, 2016 |
Financial Statements and Exhibits, Other Events 8-K 1 f8k010416enercoreinc.htm CURRENT REPORT 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): January 4, 2016 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jur |
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January 4, 2016 |
Ener-Core Closes Private Placement Transaction Exhibit 99.1 Ener-Core Closes Private Placement Transaction IRVINE, California, January 4, 2016? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced the closing of the previously announced private placement with ce |
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December 31, 2015 |
EX-10.1 6 f8k123015ex10ienercore.htm FORM OF SECURITIES PURCHASE AGREEMENT, DATED DECEMBER 30, 2015, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 T |
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December 31, 2015 |
THIRD AMENDMENT TO SENIOR SECURED NOTES EX-4.3 4 f8k123015ex4iiienercore.htm FORM OF THIRD AMENDMENT TO SENIOR SECURED NOTES ISSUED IN APRIL 2015, EFFECTIVE AS OF DECEMBER 30, 2015 Exhibit 4.3 THIRD AMENDMENT TO SENIOR SECURED NOTES THIS THIRD AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and |
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December 31, 2015 |
Form of Additional Warrant to Purchase Common Stock, dated December 30, 2015 Exhibit 4.2 [FORM OF WARRANT] NEITHER THE SECURITIES REPRESENTED BY THIS INSTRUMENT NOR THE SECURITIES FOR WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURI |
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December 31, 2015 |
Exhibit 10.5 THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the ?Company?) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the ?Agreement?), by and a |
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December 31, 2015 |
Ener-Core Signs Definitive Agreements for Private Placement Transaction Exhibit 99.1 Ener-Core Signs Definitive Agreements for Private Placement Transaction IRVINE, California, December 31, 2015 ? Ener-Core, Inc. (?Ener-Core?) (OTCQB: ENCR), a provider of commercialized Power Oxidation technology and equipment that generates clean power from low-quality waste gases and is deployable in a wide variety of industries, today announced that it entered into definitive agree |
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December 31, 2015 |
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): December 30, 2015 ENER-CORE, Inc. (Exact name of registrant as specified in its charter) Delaware 333-173040 45-0525350 (State or other jurisdiction of incorporation) (Commission File |
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December 31, 2015 |
45 South 7th Street, Suite 2000 ▪ Minneapolis, MN 55402 Tel: (612)851-9500 ▪ Fax: (612)851-5987 Exhibit 10.3 December 26, 2015 CONFIDENTIAL Ener-Core, Inc. 9400 Toledo Way Irvine, CA 92618 Attention: Domonic J. Carney, Chief Financial Officer Re: Proposed Equity Offering Dear Mr. Carney: This letter (the “Agreement”) will confirm the basis upon which Ener-Core, Inc. and/or its successor designation(s) (“Client”) has engaged Northland Securities, Inc. (together with its affiliates, control pe |
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December 31, 2015 |
EX-10.2 7 f8k123015ex10iienercore.htm FORM OF REGISTRATION RIGHTS AGREEMENT, DATED DECEMBER 30, 2015, BY AND AMONG ENER-CORE, INC. AND CERTAIN INVESTORS SET FORTH THEREIN Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvin |