8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 14, 2016

Hudson Technologies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

New York

(State or Other Jurisdiction of Incorporation)

1-13412	13-3641539
(Commission File Number)	(IRS Employer Identification No.)
PO Box 1541, 1 Blue Hill Plaza, Pearl River, New York	10965
(Address of Principal Executive Offices)	(Zip Code)

(845) 735-6000

(Registrant's Telephone Number, Including Area Code)

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 8.01. Other Events.

On December 14, 2016, Hudson Technologies, Inc. (the “Company”) closed its previously-announced underwritten public offering of 7,392,856 shares of common stock, par value $0.01 per share (which amount includes the full exercise of the underwriter’s option to purchase 964,285 shares to cover overallotments), at a price to the public of $7.00 per share, resulting in net proceeds of approximately $48.4 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes which may include, among other things, funding acquisitions, although the Company has no present commitments or agreements with respect to any such transactions. The Company may also use a portion of the proceeds to reduce or repay indebtedness under its loan agreement with its existing commercial lender. William Blair & Company, L.L.C. and Craig-Hallum Capital Group LLC acted as joint book-running managers. Roth Capital Partners and B. Riley & Co., LLC acted as co-managers for the offering.

On December 14, 2016, the Company issued a press release announcing the closing of the offering. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release of Hudson Technologies, Inc., dated December 14, 2016

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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.

Date: December 14, 2016
	HUDSON TECHNOLOGIES, INC.
	By:	/s/ Stephen P. Mandracchia
	Name:	Stephen P. Mandracchia
	Title:	Vice President Legal & Regulatory
		Secretary

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Hudson Technologies, Inc. Announces Closing of

Public Offering of Common Stock and Full Exercise of

Underwriters' Option to Purchase Additional Shares

PEARL RIVER, NY, December 14, 2016 – Hudson Technologies, Inc. (NASDAQ: HDSN), announced today the closing of its previously announced underwritten public offering of 7,392,856 shares of its common stock, which includes the full exercise by the underwriters of their option to purchase 965,285 shares of common stock to cover over-allotments. Net proceeds from the sale of common stock, including as a result of the option exercise, after deducting underwriting discounts and estimated offering expenses were approximately $48.4 million.

Hudson Technologies intends to use the net proceeds from this offering for working capital and general corporate purposes which may include, among other things, funding acquisitions, although the Company has no present commitments or agreements with respect to any such transactions. Hudson Technologies may also use a portion of the proceeds to reduce or repay indebtedness under its loan agreement with its existing commercial lender.

William Blair & Company, L.L.C. and Craig-Hallum Capital Group LLC acted as joint book-running managers. Roth Capital Partners and B. Riley & Co., LLC acted as co-managers for the offering.

The offering was made by means of a prospectus supplement and accompanying prospectus, copies of which may be obtained by contacting William Blair & Company, L.L.C. at 222 West Adams Street, Chicago, IL 60606, Attention: Prospectus Department, by telephone at (800) 621-0687, or by email at prospectus@williamblair.com; or by contacting Craig-Hallum Capital Group LLC at 222 South Ninth Street, Suite 350, Minneapolis, MN 55402, by telephone at (612) 334-6300, or by email at prospectus@craig-hallum.com. Electronic copies of the final prospectus supplement and accompanying prospectus will also be available on the SEC website at http://www.sec.gov.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale is not permitted.

About Hudson Technologies

Hudson Technologies, Inc. is a leading provider of innovative solutions to recurring problems within the refrigeration industry. Hudson Technologies’ proprietary RefrigerantSide® Services increase operating efficiency and energy savings, and remove moisture, oils and other contaminants frequently found in the refrigeration circuits of large comfort cooling and process refrigeration systems. In addition, the Company sells refrigerants and provides traditional reclamation services to the commercial and industrial air conditioning and refrigeration markets.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This news release contains certain forward-looking statements that involve risks and uncertainties, including, without limitation, Hudson Technologies’ anticipated use of proceeds from the offering. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Additional risks and uncertainties faced by the Company are contained from time to time in the Company’s filings with the SEC, including, but not limited to, the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and its subsequent quarterly reports on Form 10-Q and current reports on Form 8-K, which you may obtain for free on the SEC’s website at http://www.sec.gov. Collectively, these risks and uncertainties could cause the Company’s actual results to differ materially from those projected in the forward-looking statements contained herein and you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company disclaims any intention or obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Investor Relations Contact:
John Nesbett/Jennifer Belodeau Institutional Marketing Services (IMS)
(203) 972-9200 jnesbett@institutionalms.com Company Contact:
Brian F. Coleman, President & COO
Hudson Technologies, Inc.
(845) 735-6000
bcoleman@hudsontech.com