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, 2013
UQM Technologies, Inc.
Colorado |
1-10869 |
84-0579156 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
4120 Specialty Place
Longmont, Colorado 80504
(Address of principal executive offices, including zip code)
(303) 682-4900
(Registrant's telephone number, including area code)
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:
[ ]
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 1.01 Entry into A Material Definitive Agreement.
See Item 5.02 below.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 1, 2013, UQM Technologies, Inc. (the "Company") announced that David I. Rosenthal has been appointed as Treasurer, Secretary and Chief Financial Officer effective as of that day. As previously disclosed on February 1, 2013, Donald A. French, the former Treasurer, Secretary and Chief Financial Officer of the Company announced his intention to retire. Mr. French will continue to be employed by the Company and remain as a director until his retirement date to aid in the transition.
From March, 2011 until joining the Company, Mr. Rosenthal was a Financial Consultant for start-up and turnaround companies. From 2010 until 2011 Mr. Rosenthal was a director and served as Interim President and Chief Executive Officer of Cyanotech Corporation, a publicly-traded manufacturer of nutritional supplement products. From 2007-2009, Mr. Rosenthal served as Chief Financial Officer for Sanz, Inc. and Hickory Farms, portfolio companies of the private-equity firm Sun Capital Partners. Earlier in his career, Mr. Rosenthal served as the Chief Financial Officer of publicly-traded companies including Spectralink Corporation, Startek, Inc., Celestial Seasonings and Hauser, Inc.
The Company entered into an employment agreement (the "Agreement") with Mr. Rosenthal, effective as of May 1, 2013 and terminating August 31, 2015. Pursuant to the Agreement, Mr. Rosenthal shall receive an annual base salary of $235,000 and an annual automobile allowance of $9,720. Mr. Rosenthal is also eligible to receive a discretionary annual bonus payable in cash based on a target level of 40% of base salary and long-term equity incentive compensation in the form of common stock or options to acquire common stock based on a target level of 65% of base salary, each as determined based on performance goals set by the Company's Compensation Committee.
The Agreement provides that that if Mr. Rosenthal's employment is terminated (a) by the Company without Cause (as defined in the Agreement), (b) by Mr. Rosenthal for Good Reason (as defined in the Agreement), or (c) by Mr. Rosenthal upon retirement after age 62.5 or upon attaining 20 years of service as an officer of the Company, Mr. Rosenthal shall receive one month's salary for each completed full year of service as an officer of the Company up to a maximum payment of 24 months base salary, or six months' salary, whichever is greater. In addition, if Mr. Rosenthal terminates his employment voluntarily he is entitled to a severance payment equal to six months salary if he provides at least six months prior written notice or a severance payment equal to two months salary if he provides less than six months written notice.
Following a Change in Control Event of the Company (as defined in the Agreement) (a) if Mr. Rosenthal's employment is terminated voluntarily by Mr. Rosenthal within 60 days or (b) within the 12 month period following the Change in Control Event (i) the Company terminates Mr. Rosenthal's employment without Cause or (ii) Mr. Rosenthal terminates his employment on account of a Material Change (as described below), Mr. Rosenthal shall receive a severance payment equal to two month's salary for each completed full year of service as an officer of the Company up to a maximum payment of 48 months base salary, or one years' salary, whichever is greater, and a cash bonus (equal to two times the average of the annual cash bonus paid for the preceding three fiscal years). For purposes of the Agreement a Material Changed following a Change of Control Event includes any of the following that occurs without Mr. Rosenthal's consent: (A) a material diminution in his base salary; (B) a material diminution in his authority, duties, or responsibilities; (C) a material diminution in the authority, duties, or responsibilities of the supervisor (the Chief Executive Officer) to whom he is required to report; (D) a material diminution in the budget over which he retains authority; (E) a material change in the geographic location at which he is required to perform services; (F) any other action or inaction that constitutes a material breach of the Agreement; or (G) any other action or inaction by the Company that, in Mr. Rosenthal's sole judgment, represents a material diminution in the characteristics of his employment, including but not limited to the quality, work hours required, travel required or other material aspect of his employment.
If Mr. Rosenthal dies during the term of the Agreement, his estate shall receive six months salary. If Mr. Rosenthal's employment is terminated for disability, Mr. Rosenthal shall receive the greater of one month's salary for each completed full year of service as an officer of the Company or six month's base salary up to a maximum payment of 24 months base salary and a discretionary cash bonus (comparable to that paid to other executives on a relative basis for the fiscal year during which the disability event occurs) prorated for the portion of the fiscal year during which Mr. Rosenthal was employed prior to termination.
Under certain conditions specified in the Agreement, all unvested stock option and restricted stock held by Mr. Rosenthal may become fully vested and he may be entitled to continue to participate in the Company's group health insurance plan (at his cost) until he attains age 65. The Agreement further provides that the Company shall maintain at its expense, life insurance coverage on Mr. Rosenthal payable to his designees in an amount equal to three times his annual base salary.
The preceding description of the Agreement is qualified in its entirety by reference to a copy of the Agreement which is being filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
A copy of the press release dated May 1, 2013 announcing Mr. Rosenthal's appointment is being filed as Exhibit 99.1 to this Current Report on Form 8-K.
In connection with the negotiation of Mr. Rosenthal's employment agreement, the Company amended its employment agreements with each of Eric Ridenour, Jon Lutz, Adrian Schaffer and Joseph Mitchell, to, among other things, conform the provisions dealing with termination upon disability or change of control with those in Mr. Rosenthal's agreement. The other economic terms and provisions of these employment agreements stay substantially the same as before. Copies of these amended employment agreements are filed as Exhibits 10.2, 10.3, 10.4 and 10.5 to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Employment Agreement dated April 30, 2013, between the Company and David Rosenthal.10.2 Employment Agreement dated April 30, 2013, between the Company and Eric Ridenour.
10.3 Employment Agreement dated April 30, 2013, between the Company and Jon Lutz.
10.4 Employment Agreement dated April 30, 2013, between the Company and Adrian Schaffer.
10.5 Employment Agreement dated April 30, 2013 between the Company and Joseph Mitchell.
99.1 Press Release dated May 1, 2013.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UQM TECHNOLOGIES, INC. |
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Dated: April 30, 2013 |
By: |
/s/DONALD A. FRENCH |
Donald A. French | ||
Secretary |
Exhibit 10.1
UQM TECHNOLOGIES, INC.
EMPLOYMENT AGREEMENT
THIS AGREEMENT dated as of April 30, 2013, is between UQM Technologies, Inc., a Colorado corporation ("Employer"), and David I Rosenthal, a resident of Cherry Hills Village, Colorado ("Executive").
Recitals
A. Executive and Employer wish to enter into an Agreement defining their employment relationship;
Agreement
In consideration of the mutual promises, covenants and conditions hereinafter set forth, Employer and Executive agree as follows:
(ii) For purposes of this Agreement, termination for "Cause" shall include any of the following:
(ii) Notwithstanding anything to the contrary herein, if the aggregate amounts payable pursuant to Section 6(e)(i), either alone or together with any other payments which Executive has the right to receive either directly or indirectly from Employer or any of its affiliates, would be subject to an excise tax as an "excess parachute payment" under Section 4999 of the Internal Revenue Code (the "Code"), Executive hereby agrees that such aggregate amounts payable hereunder shall be reduced to an amount that does not exceed 2.99 times Executive's "base amount," as defined in Code Section 280G(b)(3) and the regulations promulgated thereunder. The aggregate amount shall be reduced in the following order: first, the amount determined under Section 6(e)(i)(b), next the amount determined under Section 6(e)(i)(a), and finally, the amount attributable to the acceleration of vesting of options and restricted stock. All determinations of, and reductions in "excess parachute payments" called for in this Section 6(e)(ii) shall be made by an independent public accounting firm with a national reputation as shall be selected by Employer. Employer shall bear all costs associated with obtaining such determinations.
(iii) For purposes of this Agreement, a "Material Change" shall occur if, without Executive's consent:
The occurrence of any of the conditions constitute a Material Change provided the Executive gives written notice to Employer of the existence of the condition giving rise to a Material Change and the Employer fails to cure such condition to Executive's reasonable satisfaction within 10 days following the date of Executive's notice.
(iv) "Change in Control Event" means the occurrence of any of the following:
(i) "Inventions" shall mean all inventions, improvements, modifications, and enhancements, whether or not patentable, made by Executive within the scope of Executive's duties during Executive's employment by Employer.
(ii) "Confidential Information" shall mean Employer's proprietary know-how and information disclosed by Employer to Executive or acquired by Executive from Employer during Executive's employment with Employer about Employer's plans, products, processes and services, which Employer protects against disclosure to third parties. Confidential Information shall not include Executive's general knowledge and experience possessed prior to or obtained during his employment with Employer.
(ii) The restrictions on disclosure and use set forth herein shall not apply to any Confidential Information which:
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.
EXECUTIVE: |
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/s/DAVID I. ROSENTHAL | |
David I. Rosenthal |
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EMPLOYER: |
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UQM TECHNOLOGIES, INC.
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By: |
/s/ERIC R. RIDENOUR |
Eric R. Ridenour |
Exhibit 10.2
UQM TECHNOLOGIES, INC.
EMPLOYMENT AGREEMENT
THIS AGREEMENT dated as of April 30, 2013, is between UQM Technologies, Inc., a Colorado corporation ("Employer"), and Eric Ridenour, a resident of Boulder, Colorado ("Executive").
Recitals
A. Executive and Employer are currently parties to an Employment Agreement, dated August 3, 2010 (the "Prior Agreement");
B. Executive and Employer wish to amend the terms of the Prior Agreement and continue Executive's employment under the terms of this Agreement;
Agreement
In consideration of the mutual promises, covenants and conditions hereinafter set forth, Employer and Executive agree as follows:
(ii) For purposes of this Agreement, termination for "Cause" shall include any of the following:
(ii) Notwithstanding anything to the contrary herein, if the aggregate amounts payable pursuant to Section 7(e)(i), either alone or together with any other payments which Executive has the right to receive either directly or indirectly from Employer or any of its affiliates, would be subject to an excise tax as an "excess parachute payment" under Section 4999 of the Internal Revenue Code (the "Code"), Executive hereby agrees that such aggregate amounts payable hereunder shall be reduced to an amount that does not exceed 2.99 times Executive's "base amount," as defined in Code Section 280G(b)(3) and the regulations promulgated thereunder. The aggregate amount shall be reduced in the following order: first, the amount determined under Section 7(e)(i)(b), next the amount determined under Section 7(e)(i)(a), and finally, the amount attributable to the acceleration of vesting of options and restricted stock. All determinations of, and reductions in "excess parachute payments" called for in this Section 7(e)(ii) shall be made by an independent public accounting firm with a national reputation as shall be selected by Employer. Employer shall bear all costs associated with obtaining such determinations.
(iii) For purposes of this Agreement, a "Material Change" shall occur if, without Executive's consent:
The occurrence of any of the conditions constitute a Material Change provided the Executive gives written notice to Employer of the existence of the condition giving rise to a Material Change and the Employer fails to cure such condition to Executive's reasonable satisfaction within 10 days following the date of Executive's notice.
(iv) "Change in Control Event" means the occurrence of any of the following:
(i) "Inventions" shall mean all inventions, improvements, modifications, and enhancements, whether or not patentable, made by Executive within the scope of Executive's duties during Executive's employment by Employer.
(ii) "Confidential Information" shall mean Employer's proprietary know-how and information disclosed by Employer to Executive or acquired by Executive from Employer during Executive's employment with Employer about Employer's plans, products, processes and services, which Employer protects against disclosure to third parties. Confidential Information shall not include Executive's general knowledge and experience possessed prior to or obtained during his employment with Employer.
(ii) The restrictions on disclosure and use set forth herein shall not apply to any Confidential Information which:
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.
EXECUTIVE: |
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/s/ERIC R. RIDENOUR | |
Eric R. Ridenour |
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EMPLOYER: |
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UQM TECHNOLOGIES, INC.
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By: |
/s/DONALD A. FRENCH |
Donald A. French, Treasurer |
Exhibit 10.3
UQM TECHNOLOGIES, INC.
EMPLOYMENT AGREEMENT
THIS AGREEMENT dated as of April 30, 2013, is between UQM Technologies, Inc., a Colorado corporation ("Employer"), and Jon Lutz, a resident of Westminster, Colorado ("Executive").
Recitals
A. Executive and Employer are currently parties to an Employment Agreement, dated February 15, 2013 (the "Prior Agreement");
B. Executive and Employer wish to amend the terms of the Prior Agreement and continue Executive's employment under the terms of this Agreement;
Agreement
In consideration of the mutual promises, covenants and conditions hereinafter set forth, Employer and Executive agree as follows:
(ii) For purposes of this Agreement, termination for "Cause" shall include any of the following:
(ii) Notwithstanding anything to the contrary herein, if the aggregate amounts payable pursuant to Section 7(e)(i), either alone or together with any other payments which Executive has the right to receive either directly or indirectly from Employer or any of its affiliates, would be subject to an excise tax as an "excess parachute payment" under Section 4999 of the Internal Revenue Code (the "Code"), Executive hereby agrees that such aggregate amounts payable hereunder shall be reduced to an amount that does not exceed 2.99 times Executive's "base amount," as defined in Code Section 280G(b)(3) and the regulations promulgated thereunder. The aggregate amount shall be reduced in the following order: first, the amount determined under Section 7(e)(i)(b), next the amount determined under Section 7(e)(i)(a), and finally, the amount attributable to the acceleration of vesting of options and restricted stock. All determinations of, and reductions in "excess parachute payments" called for in this Section 7(e)(ii) shall be made by an independent public accounting firm with a national reputation as shall be selected by Employer. Employer shall bear all costs associated with obtaining such determinations.
(iii) For purposes of this Agreement, a "Material Change" shall occur if, without Executive's consent:
The occurrence of any of the conditions constitute a Material Change provided the Executive gives written notice to Employer of the existence of the condition giving rise to a Material Change and the Employer fails to cure such condition to Executive's reasonable satisfaction within 10 days following the date of Executive's notice.
(iv) "Change in Control Event" means the occurrence of any of the following:
(i) "Inventions" shall mean all inventions, improvements, modifications, and enhancements, whether or not patentable, made by Executive within the scope of Executive's duties during Executive's employment by Employer.
(ii) "Confidential Information" shall mean Employer's proprietary know-how and information disclosed by Employer to Executive or acquired by Executive from Employer during Executive's employment with Employer about Employer's plans, products, processes and services, which Employer protects against disclosure to third parties. Confidential Information shall not include Executive's general knowledge and experience possessed prior to or obtained during his employment with Employer.
(ii) The restrictions on disclosure and use set forth herein shall not apply to any Confidential Information which:
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.
EXECUTIVE: |
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/s/JON LUTZ | |
Jon Lutz |
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EMPLOYER: |
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UQM TECHNOLOGIES, INC.
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By: |
/s/DONALD A. FRENCH |
Donald A. French, Treasurer |
Exhibit 10.4
UQM TECHNOLOGIES, INC.
EMPLOYMENT AGREEMENT
THIS AGREEMENT dated as of April 30, 2013, is between UQM Technologies, Inc., a Colorado corporation ("Employer"), and Adrian Schaffer, a resident of Longmont, Colorado ("Executive").
Recitals
A. Executive and Employer are currently parties to an Employment Agreement, dated October 14, 2011 (the "Prior Agreement");
B. Executive and Employer wish to amend the terms of the Prior Agreement and continue Executive's employment under the terms of this Agreement;
Agreement
In consideration of the mutual promises, covenants and conditions hereinafter set forth, Employer and Executive agree as follows:
(ii) For purposes of this Agreement, termination for "Cause" shall include any of the following:
(ii) Notwithstanding anything to the contrary herein, if the aggregate amounts payable pursuant to Section 7(e)(i), either alone or together with any other payments which Executive has the right to receive either directly or indirectly from Employer or any of its affiliates, would be subject to an excise tax as an "excess parachute payment" under Section 4999 of the Internal Revenue Code (the "Code"), Executive hereby agrees that such aggregate amounts payable hereunder shall be reduced to an amount that does not exceed 2.99 times Executive's "base amount," as defined in Code Section 280G(b)(3) and the regulations promulgated thereunder. The aggregate amount shall be reduced in the following order: first, the amount determined under Section 7(e)(i)(b), next the amount determined under Section 7(e)(i)(a), and finally, the amount attributable to the acceleration of vesting of options and restricted stock. All determinations of, and reductions in "excess parachute payments" called for in this Section 7(e)(ii) shall be made by an independent public accounting firm with a national reputation as shall be selected by Employer. Employer shall bear all costs associated with obtaining such determinations.
(iii) For purposes of this Agreement, a "Material Change" shall occur if, without Executive's consent:
The occurrence of any of the conditions constitute a Material Change provided the Executive gives written notice to Employer of the existence of the condition giving rise to a Material Change and the Employer fails to cure such condition to Executive's reasonable satisfaction within 10 days following the date of Executive's notice.
(iv) "Change in Control Event" means the occurrence of any of the following:
(i) "Inventions" shall mean all inventions, improvements, modifications, and enhancements, whether or not patentable, made by Executive within the scope of Executive's duties during Executive's employment by Employer.
(ii) "Confidential Information" shall mean Employer's proprietary know-how and information disclosed by Employer to Executive or acquired by Executive from Employer during Executive's employment with Employer about Employer's plans, products, processes and services, which Employer protects against disclosure to third parties. Confidential Information shall not include Executive's general knowledge and experience possessed prior to or obtained during his employment with Employer.
(ii) The restrictions on disclosure and use set forth herein shall not apply to any Confidential Information which:
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.
EXECUTIVE: |
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/s/ADRIAN SCHAFFER | |
Adrian Schaffer |
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EMPLOYER: |
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UQM TECHNOLOGIES, INC.
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By: |
/s/DONALD A. FRENCH |
Donald A. French, Treasurer |
Exhibit 10.5
UQM TECHNOLOGIES, INC.
EMPLOYMENT AGREEMENT
THIS AGREEMENT dated as of April 30, 2013, is between UQM Technologies, Inc., a Colorado corporation ("Employer"), and Joe Mitchell, a resident of Westminster, Colorado ("Executive").
Recitals
A. Executive and Employer are currently parties to an Employment Agreement, dated May 1, 2012 (the "Prior Agreement");
B. Executive and Employer wish to amend the terms of the Prior Agreement and continue Executive's employment under the terms of this Agreement;
Agreement
In consideration of the mutual promises, covenants and conditions hereinafter set forth, Employer and Executive agree as follows:
(ii) For purposes of this Agreement, termination for "Cause" shall include any of the following:
(ii) Notwithstanding anything to the contrary herein, if the aggregate amounts payable pursuant to Section 7(e)(i), either alone or together with any other payments which Executive has the right to receive either directly or indirectly from Employer or any of its affiliates, would be subject to an excise tax as an "excess parachute payment" under Section 4999 of the Internal Revenue Code (the "Code"), Executive hereby agrees that such aggregate amounts payable hereunder shall be reduced to an amount that does not exceed 2.99 times Executive's "base amount," as defined in Code Section 280G(b)(3) and the regulations promulgated thereunder. The aggregate amount shall be reduced in the following order: first, the amount determined under Section 7(e)(i)(b), next the amount determined under Section 7(e)(i)(a), and finally, the amount attributable to the acceleration of vesting of options and restricted stock. All determinations of, and reductions in "excess parachute payments" called for in this Section 7(e)(ii) shall be made by an independent public accounting firm with a national reputation as shall be selected by Employer. Employer shall bear all costs associated with obtaining such determinations.
(iii) For purposes of this Agreement, a "Material Change" shall occur if, without Executive's consent:
The occurrence of any of the conditions constitute a Material Change provided the Executive gives written notice to Employer of the existence of the condition giving rise to a Material Change and the Employer fails to cure such condition to Executive's reasonable satisfaction within 10 days following the date of Executive's notice.
(iv) "Change in Control Event" means the occurrence of any of the following:
(i) "Inventions" shall mean all inventions, improvements, modifications, and enhancements, whether or not patentable, made by Executive within the scope of Executive's duties during Executive's employment by Employer.
(ii) "Confidential Information" shall mean Employer's proprietary know-how and information disclosed by Employer to Executive or acquired by Executive from Employer during Executive's employment with Employer about Employer's plans, products, processes and services, which Employer protects against disclosure to third parties. Confidential Information shall not include Executive's general knowledge and experience possessed prior to or obtained during his employment with Employer.
(ii) The restrictions on disclosure and use set forth herein shall not apply to any Confidential Information which:
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.
EXECUTIVE: |
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/s/JOE MITCHELL |
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Joe Mitchell |
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EMPLOYER: |
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UQM TECHNOLOGIES, INC.
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By: |
/s/DONALD A. FRENCH |
Donald A. French, Treasurer |
Exhibit 99.1
Contact: Annie Leschin/Barry Hutton
415-775-1788
For Immediate Release or
Donald A. French
UQM Technologies, Inc.
303-682-4918
LONGMONT, COLORADO, MAY 1, 2013 –
UQM Technologies, Inc. (NYSE MKT: UQM) announced today that it has appointed David I. Rosenthal as Treasurer and Chief Financial Officer. Mr. Rosenthal has extensive finance and accounting experience in senior leadership roles across a variety of industries during his 30+ year career."We are excited to have such an experienced Chief Financial Officer join our leadership team," said Eric R. Ridenour, UQM President and Chief Executive Officer. "His extensive background as a CFO for both publicly-traded and private-equity backed companies brings a wealth of financial expertise that should prove invaluable to UQM as we strive to take the company to the next level."
In his new role, Mr. Rosenthal will lead Accounting, Finance, Investor Relations and Human Resources.
Mr. Rosenthal was a director and served as Interim President and Chief Executive Officer of Cyanotech Corporation, a publicly-traded manufacturer of nutritional supplement products. Prior to that Mr. Rosenthal served as Chief Financial Officer for Sanz, Inc. and Hickory Farms, portfolio companies of the private-equity firm Sun Capital Partners. Earlier in his career, Mr. Rosenthal served as the Chief Financial Officer of publicly-traded companies including Spectralink Corporation, Startek, Inc., Celestial Seasonings and Hauser, Inc.
Mr. Rosenthal is a Certified Public Accountant and holds an MBA from California State University and a Bachelor's Degree in Business Administration from the University of California, Berkeley. Mr. Rosenthal will replace Donald A. French, who is retiring after 25 years as the Company's Chief Financial Officer.
UQM Technologies is a developer and manufacturer of power-dense, high-efficiency electric motors, generators and power electronic controllers for the automotive, commercial truck, bus, marine and military markets. A major emphasis for UQM is developing propulsion systems for electric, hybrid electric, plug-in hybrid electric and fuel cell electric vehicles. UQM is located in Longmont, Colorado. Please visit www.uqm.com for more information.
This Release contains statements that constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. These statements appear in a number of places in this Release and include statements regarding our plans, beliefs or current expectations, including those plans, beliefs and expectations of our officers and directors with respect to, among other things, future orders to be received, future financial results and the continued growth of the electric-powered vehicle industry. Important Risk Factors that could cause actual results to differ from those contained in the forward-looking statements are contained in our Form 10-Q filed January 31, 2013, which is available through our website at www.uqm.com or at www.sec.gov.
UQM TECHNOLOGIES, INC. 4120 SPECIALTY PLACE, LONGMONT, COLORADO 80504 (303) 682-4900 FAX (303) 682-4901