Metretek Technologies 8-K
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 7, 2006
METRETEK TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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0-19793
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84-11698358 |
(State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
of incorporation)
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Identification No.) |
303 East 17th Avenue, Suite 660
Denver, Colorado 80203
(Address of principal executive offices) (Zip code)
Registrants telephone number, including area code: (303) 785-8080
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):
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 7.01 Regulation FD Disclosure.
On
November 8, 2006, Metretek Technologies, Inc., a Delaware corporation (the Company), will
be presenting at the Roth Capital Partners 2006 Pacific Growth Equities Technology Conference being
held at the W Hotel in San Francisco, California. This presentation, to be given by W.
Phillip Marcum, the President and Chief Executive Officer of the Company, A. Bradley Gabbard, the
Executive Vice President and Chief Financial Officer of the Company, and Sidney Hinton, President
and Chief Executive Officer of the Companys PowerSecure, Inc. subsidiary, will include information
about the business, operations, financial results, prospects and strategies of the Company and its
subsidiaries. One or more of Messrs. Marcum, Gabbard and Hinton, as well as other executive
officers of the Company, may also be giving this investment presentation from time to time, on or
after November 7, 2006, to other investors, investment analysts and other members of the financial
and investment community. A copy of this investment presentation is available on the Companys
website at www.metretek.com under Investor Info, and is also attached to this Report as Exhibit
99.1 and incorporated herein by this reference.
The presentation attached to this Report contains forward-looking statements made within the
meaning of and pursuant to the safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Forward-looking statements are all statements other than statements of historical
facts, including but not limited to statements concerning the plans, intentions, expectations,
projections, hopes, beliefs, objectives, goals and strategies of management, such as statements
about future earnings, revenues, cash flows and other future financial and non-financial items,
performance or events; statements about current and proposed products, services, markets,
technologies or businesses; and statements of assumptions underlying any of the foregoing.
Forward-looking statements are not guarantees of future performance or events and are subject to a
number of known and unknown risks, uncertainties and other factors that could cause actual results
to differ materially from those expressed, projected or implied by such forward-looking statements.
Important risks, uncertainties and other factors include, but are not limited to, the timely and
successful development, production and market acceptance of new and enhanced products, services and
technologies of the Companys subsidiaries; the size, timing and terms of sales and orders,
including large customer orders, and the risk of customers delaying, deferring or canceling
purchase orders or making smaller purchases than expected; the ability of the Companys
subsidiaries to obtain adequate supplies of key components and materials for their products and
technologies on a timely and cost-effective basis; the ability of PowerSecure to successfully
expand its core distributed generation products and services, to successfully develop and achieve
market acceptance of its new energy-related businesses, to manage its growth and to address the
effects of any future changes in tariff structures and environmental requirements on its business
solutions; the effects from time to time of hurricanes and other severe weather conditions on the
demand for Southern Flows products and services; the ability of Metretek Florida to successfully
develop and expand its products, service, technologies and markets; the effects of competition;
changes in customer and industry demand and preferences; the ability of the Company to attract,
retain and motivate key personnel; the effects of competition; the ability of the Company to secure
and maintain key contracts and relationships; the effects of pending and future litigation, claims
and disputes; changes in the energy industry generally and in the natural gas and electricity
industries in particular, including price levels; general economic, market and business conditions;
and other risks, uncertainties and other factors identified from time to time in the Companys
Annual Report on Form 10-K for the fiscal year ended December 31, 2005, as well as in subsequent
filings with the Securities and Exchange Commission, including reports on Forms 10-Q and 8-K.
Accordingly, there can be no assurance that the results expressed, projected or implied by any
forward-looking statements will be achieved, and readers are cautioned not to place undue reliance
on any forward-looking statements.
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The forward-looking statements in the presentation speak only as of the date thereof and are based on the
current plans, goals, objectives, strategies, intentions, expectations and assumptions of, and the
information currently available to, management. The Company assumes no duty or obligation to update
or revise any forward-looking statements for any reason, whether as the result of changes in
expectations, new information, future events, conditions or circumstances or otherwise.
The information in this Item 7.01, including Exhibit 99.1, is being furnished pursuant to Item
7.01 and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section, and
such information shall not be deemed 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 a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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Investment Presentation, dated November 8, 2006, of Metretek
Technologies, Inc. |
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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.
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METRETEK TECHNOLOGIES, INC. |
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By:
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/s/ W. Phillip Marcum |
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W. Phillip Marcum
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President and Chief Executive Officer |
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Dated: November 7, 2006 |
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