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) September 15, 2005 (September 11, 2005)
CAPSTONE TURBINE CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-15957
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95-4180883 |
| (State or other jurisdiction
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(Commission file number)
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(I.R.S. Employer |
| of incorporation)
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Identification No.) |
21211 Nordhoff Street, Chatsworth, California 91311
(Address of principal executive offices)
(818) 734-5300
(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:
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 Precommencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Precommencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Section 1 – Registrant’s Business and Operations
Item 1.02 Termination of a Material Definitive Agreement
On
September 11, 2005, Capstone Turbine Corporation (the
“Company”) gave notice pursuant to the OEM Agreement (the
“Agreement”) with UTC Power, LLC (“UTCP”), dated
March 23, 2005, of certain breaches of the Agreement by UTCP,
including failure to meet sales targets for the year.
UTCP will have ninety (90) calendar days following its receipt
of the termination notice in which to cure the breaches or the Agreement will terminate.
The Agreement permits UTCP to package the Company’s MicroTurbine products with chillers and
heat exchange equipment manufactured by UTCP and to sell and service
the integrated combined cooling heat and power generation units. The
UTCP relationship may be deemed to be material to the
Company. Sales to UTCP’s affiliated companies were approximately $2,485,000 and $1,044,000 for the
years ended March 31, 2005 and 2004, respectively, and were approximately $1,500,000 and $137,000
for the three months ended June 30, 2005 and 2004, respectively.
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