0001398432-11-000893.txt : 20111115 0001398432-11-000893.hdr.sgml : 20111115 20111115144454 ACCESSION NUMBER: 0001398432-11-000893 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111115 DATE AS OF CHANGE: 20111115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CYCLONE POWER TECHNOLOGIES INC CENTRAL INDEX KEY: 0001442711 STANDARD INDUSTRIAL CLASSIFICATION: MOTORS & GENERATORS [3621] IRS NUMBER: 000000000 STATE OF INCORPORATION: FL FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54449 FILM NUMBER: 111206885 BUSINESS ADDRESS: STREET 1: 601 NE 26TH COURT CITY: POMPANO BEACH STATE: FL ZIP: 33064 BUSINESS PHONE: 954-943-8721 MAIL ADDRESS: STREET 1: 601 NE 26TH COURT CITY: POMPANO BEACH STATE: FL ZIP: 33064 8-K 1 cyclone_8k-111411.htm CURRENT REPORT cyclone_8k-111411.htm
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 14, 2011
 
CYCLONE POWER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 
Florida
(State or other jurisdiction
of incorporation)
 
000-54449
(Commission File Number)
 
26-0519058                      
(IRS Employer
Identification No.)
 
601 NE 26th Court, Pompano Beach, Florida
(Address of principal executive offices)
 
33064
(Zip Code)
 
Registrant’s telephone number, including area code: (954)  943-8721
 
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):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 
 
ITEM 2.02                      Results of Operations and Financial Condition
 
On November 15, 2011, Cyclone Power Technologies, Inc. issued a press release regarding its earnings for the quarter ended September 30, 2011.  This release shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise incorporated by reference into any filing pursuant to the Securities Act of 1933, or the Securities Exchange Act of 1934, as amended, except as otherwise expressly stated in such filing.  A copy of the press release is furnished as Exhibit 99.1.

ITEM 9.01                      Financial Statements and Exhibits

(d)  Exhibits

99.1                  Copy of press release dated November 15, 2011.
 
 
 

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
  CYCLONE POWER TECHNOLOGIES, INC.  
       
Date:  November 15, 2011       
By:
/s/ Harry Schoell  
   
Harry Schoell
Chairman and CEO
 
                                                         
 
 

 
 
Exhibit Index
 
Exhibit No.    Description
99.1    Press Release dated November 15, 2011
EX-99.1 2 ex99-1.htm PRESS RELEASE ex99-1.htm
Exhibit 99.1

Cyclone Power Technologies Announces Third Quarter 2011
Operational and Financial Results
 
 
Pompano Beach, FL, Nov. 15, 2011. Cyclone Power Technologies (Pink Sheets: CYPW), developer of the all-fuel, clean-tech Cyclone Engine, announced its operational and financial results for the third quarter of 2011.

Operational Highlights for the Three Months Ended September 30, 2011:

 
·
Awarded a $1.4 million contract from the U.S. Army / TACOM,  with  licensee Advent Power Systems, to develop a multi-fuel, compact power generator for the M1 Abrams Tank;
 
 
·
Signed a license agreement with Combilift, a global equipment manufacturing company, to use Cyclone’s clean-emission engines to power Combilift’s materials lift equipment;

 
·
Delivered to Renovalia Energy, a leading renewable energy company, design plans for the high-efficiency Cyclone S-1 solar thermal engine, in fulfillment of its license agreement requirements;

 
·
Completed manufacturing of the first pre-production Waste Heat Engines with TopLine Energy Systems, for waste oil power generators for Phoenix Power Group;

 
·
Achieved fully-reporting status with the SEC under the Securities Exchange Act of 1934.

Harry Schoell, CEO of Cyclone, commented: “We’re very pleased with the progress we’ve made on our technology thus far in 2011. Thanks in part to the addition of several talented engineers and technicians, hard work and dedication from our leadership team, and strong support from our partners, we have been advancing the development of the Cyclone Engines at a faster pace than ever before. We look forward to continuing this momentum into next year, when we anticipate bringing the first of our products to market.”

Commented Christopher Nelson, Cyclone’s President: “On the corporate and business side, we’ve made significant advancements on expanding our production capabilities and ability to manage growth, as well as achieving full financial reporting status with the SEC. We remain focused on fulfilling customer contracts, bringing our engine technology to market, and generating a strong, consistent revenue stream from our operations. We are confident in the future of Cyclone and the ability of our people and technology to accomplish truly great things.”

Financial Results for the Three Months Ended September 30, 2011:

As a result of fulfilling the Renovalia license requirements, the Company recorded revenues of $250,000 in the third quarter of 2011, an increase of 156% over the previous year period. Between the Combilift license and contracts with Raytheon Company and the U.S. Army (through the Company’s license with Advent Power Systems), Cyclone has approximately $1.5 million in backlog orders for prototype engines, of which approximately $200,000 has been received already. The balance is expected to be paid to the Company over the following six to nine months.
 
 
 

 

Operating expenses incurred for the third quarter of 2011 were $878,000, up 54% from the previous year period. The majority of the increase was comprised of the issuance of common stock and options for services, a non-cash event. The Company also has more engineers, mechanics and other employees on its staff, which has almost doubled over the last 12 months. These operating expenses are net of a $184,000 reduction in R&D expenses, which has occurred as the Company allocates more resources to inventory for customers’ engines, versus self-financed research activities. Because of these factors, the operating loss for third quarter of 2011 was $777,000, an increase of 58% as compared to the previous year period.

The Company had other income for the third quarter of 2011, which included $48,000 from the adjustment of a derivative liability. The comparable period in 2010 had $531,000 of derivative expenses. While the mark-to-market adjustment of derivative liabilities has no effect on the Company’s cash flow or operations, the Company did amend its 2010 and 2009 year-end and 2011 and 2010 second quarter financials to reflect these items. To advise the Company with respect to complicated derivative accounting matters like these, management has engaged an expert in the subject area and has implemented stricter internal control measures.

Overall, the net loss for the third quarter of 2011 was $739,000, down 28% from the previous 2010 period. Net loss per weighted average share was ($0.00), as compared to ($0.01) for the third quarter 2010.

As of September 30, 2011, net working capital deficiency was $2.1 million, down 8% from the previous year. To fund this shortfall over the last nine months, the Company sold 7.7 million shares of common stock and 44,547 shares of Series A Preferred stock for $1.6 million. It also issued 3.3 million shares of common stock and 2.2 million options in order to conserve cash and provide long-term incentives for the Company’s employees and service providers.
 
The Company will be holding its 2011 Open House on December 9, from 9:30am to 12:30pm (EST), at its facility in Pompano Beach, FL. For more information, and to follow developments and news at Cyclone, visit www.Facebook.com/CyclonePowerTechnologies.
 
About Cyclone Power Technologies
Cyclone Power Technologies is the developer of the award-winning Cyclone Engine – an all-fuel, clean-tech engine with the power and versatility to run everything from waste energy electric generators and solar thermal systems to cars, trucks and locomotives. Invented by company founder and CEO Harry Schoell, the patented Cyclone Engine is a eco-friendly external combustion engine, ingeniously designed to achieve high thermal efficiencies through a compact heat-regenerative process, and to run on virtually any fuel - including bio-diesels, syngas or solar - while emitting fewer greenhouse gases and irritating pollutants into the air. The Cyclone Engine was recognized by Popular Science Magazine as the Invention of the Year for 2008, and was presented with the Society of Automotive Engineers’ AEI Tech Award in 2006 and 2008.  Additionally, Cyclone was recently named Environmental Business of the Year by the Broward County Environmental Protection Department. For more information, visit www.cyclonepower.com.
Safe Harbor Statement
 
 
2

 
 
Certain statements in this news release may contain forward-looking information within the meaning of Rule 175 under the Securities Act of 1933 and Rule 3b-6 under the Securities Exchange Act of 1934, and are subject to the safe harbor created by those rules. All statements, other than statements of fact, included in this release, including, without limitation, statements regarding potential future plans and objectives of the company, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. The company cautions that these forward-looking statements are further qualified by other factors. The company undertakes no obligation to publicly update or revise any statements in this release, whether as a result of new information, future events or otherwise.

Investor Relations
American Capital Ventures
Howard Gostfrand, President
Tel: 305-918-7000
www.amcapventures.com

Media Contact
Will Wellons
407-462-2718
will@redletterpr.com