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EX-99.1 - PRESS RELEASE - COMVERGE, INC. | exhibit99_1.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 reported event): May 10, 2010
Commission
File No. 001-33399
COMVERGE,
INC.
(Exact
name of registrant as specified in its charter)
DELAWARE
|
22-3543611
|
(State
or other jurisdiction of
Incorporation
or organization)
|
(I.R.S.
Employer Identification No.)
|
3950
Triangle Parkway, Suite 300
Norcross,
Georgia 30092
(Address
of principal executive offices) (zip code)
Registrant’s
telephone number, including area code: (678) 392-4954
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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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 May
10, 2010, Comverge, Inc. issued a press release announcing its results of
operations for the first quarter ended March 31, 2010. A copy of the press
release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference. On the same day, Comverge hosted a conference
call to further discuss the financial results of the quarter.
The
information furnished pursuant to Item 2.02 in this Current Report on Form 8-K,
including the attached exhibit, shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of Section 18 of the Exchange Act, or 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 filing.
Item
9.01
|
Financial
Statements and Other Exhibits
|
Exhibit No.
|
Description
|
99.1
|
Press
release, dated May 10, 2010 (furnished
herewith).
|
CAUTION
REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K, including the exhibits hereto, contains
forward-looking statements that are made pursuant to the safe harbor provisions
of Section 21E of the Securities Exchange Act of 1934. The forward-looking
statements in this Current Report on Form 8-K are not historical facts, do not
constitute guarantees of future performance and are based on numerous
assumptions which, while believed to be reasonable, may not prove to be
accurate. These forward looking statements include projected year end revenues
for 2010, projected contracted revenues, projected regulatory changes or
approvals, the amount of revenue and megawatts that will be generated by
long-term contracts and certain assumptions upon which such forward-looking
statements are based. The forward-looking statements in this release do not
constitute guarantees of future performance and involve a number of factors that
could cause actual results to differ materially, including risks associated with
Comverge’s business involving our products, the development and distribution of
our products and related services, economic and competitive factors, our key
strategic relationships, and other risks more fully described in our most
recently filed Annual Report on Form 10-K. Comverge assumes no obligation
to update any forward-looking information contained in this Current Report or
with respect to the announcements described herein.
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.
COMVERGE,
INC.
By: /s/R. Blake
Young
Name: R.
Blake Young
Title: President and Chief
Executive Officer
Dated:
May 10, 2010
EXHIBIT
INDEX
Exhibit
No.
|
Description
|
99.1
|
Press
release, dated May 10, 2010 (furnished
herewith).
|