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 31, 2006
METRETEK TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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0-19793
(Commission File Number)
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84-11698358
(I.R.S Employer
Identification No.) |
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303 East 17th Avenue, Suite 660, Denver, Colorado
(Address of principal executive offices)
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80203
(Zip code) |
Registrant’s telephone number, including area code: (303) 785-8080
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the Registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure.
On August 31, 2006, Metretek Technologies, Inc., a Delaware corporation (the “Company”),
announced that it will be presenting on September 6, 2006 at the Roth Capital Partners 2006 New
York Conference being held at the Westin New York at Times Square. This presentation, to
be given by W. Phillip Marcum, the President and Chief Executive Officer of the Company, and Sidney
Hinton, President and Chief Executive Officer of the Company’s PowerSecure, Inc. subsidiary, will
include information about the business, operations, financial results, prospects and strategies of
the Company and its subsidiaries. One or more of Messrs. Marcum and Hinton, as well as other
executive officers of the Company, may also be giving this investment presentation from time to
time, on or after September 6, 2006 to other investors, investment analysts and other members of
the financial and investment community. A copy of this investment presentation is available on the
Company’s website at www.metretek.com under “Investor Info”, and is also attached to this
Report as Exhibit 99.1 and incorporated herein by this reference. A copy of the Company’s press
release announcing the Company’s presentation at the Roth Capital Partners 2006 New York Conference
is attached to this Report as Exhibit 99.2 and incorporated herein by this reference.
The presentation attached to this Report contains forward-looking statements made within the
meaning of and pursuant to the safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Forward-looking statements are all statements other than statements of historical
facts, including but not limited to statements concerning the plans, intentions, expectations,
projections, hopes, beliefs, objectives, goals and strategies of management, such as statements
about future earnings, revenues, cash flows and other future financial and non-financial items,
performance or events; statements about current and proposed products, services, markets,
technologies or businesses; and statements of assumptions underlying any of the foregoing.
Forward-looking statements are not guarantees of future performance or events and are subject to a
number of known and unknown risks, uncertainties and other factors that could cause actual results
to differ materially from those expressed, projected or implied by such forward-looking statements.
Important risks, uncertainties and other factors include, but are not limited to, the timely and
successful development, production and market acceptance of new and enhanced products, services and
technologies of the Company’s subsidiaries; the size, timing and terms of sales and orders,
including large customer orders, and the risk of customers delaying, deferring or canceling
purchase orders or making smaller purchases than expected; the ability of the Company’s
subsidiaries to obtain adequate supplies of key components and materials for their products and
technologies on a timely and cost-effective basis; the ability of PowerSecure to successfully
expand its core distributed generation products and services, to successfully develop and achieve
market acceptance of its new energy-related businesses, to manage its growth and to address the
effects of any future changes in tariff structures and environmental requirements on its business
solutions; the effects from time to time of hurricanes and other severe weather conditions on the
demand for Southern Flow’s products and services; the ability of Metretek Florida to successfully
develop and expand its products, service, technologies and markets; the effects of competition;
changes in customer and industry demand and preferences; the ability of the Company to attract,
retain and motivate key personnel; the effects of competition; the ability of the Company to secure
and maintain key contracts and relationships; the effects of pending and future litigation, claims
and disputes; changes in the energy industry generally and in the natural gas and electricity
industries in particular, including price levels; general economic, market and business conditions;
and other risks, uncertainties and other factors identified from time to time in the Company’s
Annual Report on Form 10-K for the fiscal year ended December 31, 2005, as well as in subsequent
filings with the Securities and Exchange Commission, including reports on Forms 10-Q and 8-K.
Accordingly, there can be no assurance that the results expressed, projected or implied by any
forward-looking statements will be
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achieved, and readers are cautioned not to place undue reliance on any forward-looking statements.
The forward-looking statements in the presentation speak only as of the date thereof and are based
on the current plans, goals, objectives, strategies, intentions, expectations and assumptions of,
and the information currently available to, management. The Company assumes no duty or obligation
to update or revise any forward-looking statements for any reason, whether as the result of changes
in expectations, new information, future events, conditions or circumstances or otherwise.
The information in this Report, including the exhibits attached hereto, is being furnished
pursuant to Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of
that Section, and such information shall not be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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Investment Presentation, dated September 6, 2006, of Metretek
Technologies, Inc. |
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99.2 |
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Press release of Metretek Technologies, Inc., issued August 31,
2006, announcing its presentation at the Roth Capital Partners 2006 New York
Conference. |
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