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) June 10, 2005
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ENOVA SYSTEMS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
California
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(State or Other Jurisdiction of Incorporation)
0-25184 95-3056150
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(Commission File Number) (IRS Employer Identification No.)
19850 South Magellan Drive Suite 305, Torrance, CA 90502
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(Address of Principal Executive Offices) (Zip Code)
310-527-2800
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(Registrant's Telephone Number, Including Area Code)
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(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 1.01
On June 3, 2005 Enova Systems, Inc. (the "Registrant") entered into a Warrant
and Common Stock Purchase Agreement with Eruca Limited ("Eruca"). Descriptions
of the material terms of the Warrant and Common Stock Purchase Agreement are set
forth in Item 3.02 of this Current Report on Form 8-K, which descriptions are
incorporated by reference into this Item 1.01.
Item 3.02. Unregistered Sales of Equity Securities.
Pursuant to the Warrant and Common Stock Purchase Agreement between the
Registrant and Eruca dated June 3, 2005 (the "Stock Purchase Agreement"), the
Registrant sold 5,555,556 shares of restricted common stock to Eruca on June 10,
2005 for an aggregate purchase price of $500,000. Additionally, the Registrant
sold to Eruca a warrant for the purchase of 1,111,111 shares of restricted
common stock to Eruca on June 10, 2005 for an aggregate purchase price of $100
(the "Warrant"). The terms of the warrant entitle Eruca to purchase the shares
at an exercise price of $0.12 per share and expires on June 2, 2006. Piggy-back
registration rights for one year were granted in connection with this sale. The
Stock Purchase Agreement and Warrant will be filed with the Securities and
Exchange Commission as an exhibit to the Registrant's form 10-Q for the three
month period ended June 30, 2005.
The sale of common stock and the warrant described above were exempt from the
registration requirements under the Securities Act of 1933, in reliance upon
both Section 4(2) thereof and Rule 506 of Regulation D promulgated by the
Securities and Exchange Commission.
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.
Enova Systems, Inc.
(Registrant)
Date: June 16, 2005 /s/ Larry B. Lombard
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By: Larry B. Lombard
Title: Chief Financial Officer