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): July 20, 2011
Wind Works Power Corp.
(Exact Name of Registrant as Specified in Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
346 Waverley Street
Ottawa, Ontario Canada
K2P 0W5
(Address of Principal Executive Offices)
(613) 226-7883
(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 (
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))
Forward Looking Statements
Certain statements included in this Form 8-k regarding Wind Works Power Corp. ( the “Company”) that are not historical facts are forward-looking statements, including the information provided with respect to the future business operations and anticipated operations of the Company. These forward-looking statements are based on current expectations, estimates, assumptions and beliefs of management, and words such as "expects," "anticipates
,"
"intends," "plans," "believes," "estimates" and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve risks and uncertainties, including, but not limited to, the success of our current or proposed business activities. Accordingly, actual results may differ.
Section 1- Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On
July 20, 2011 we entered into a Cooperation Agreement with a german project developer (“Developer”) in connection with the development of a 15 MW wind farm located near Magdeburg in the eastern part of Germany. Both Developer and Wind Works are 50% equity owners in the project and all developmental costs and revenues will be shared equally by the respective parties.
For a more detailed description of the Cooperation Agreement, you are urged to review the Agreement in its entirety which is set forth on Exhibit 10.1.
Also on July 20, 2011, Zero Emission People Capital GmbH, a German limited liability company, (“ZEP”) and wholly owned subsidiary entered into a joint venture agreement with Xxx a German project developer (“Project Developer”). Project Developer is developing a wind generation facility near Frankfurt, Germany with nameplate capacity of 6 MW. The project will be owned on a 50/50 basis, subject to milestone purchase price payments by ZEP. The Purchase Price payable by ZEP to the Project Developer is 450,000 Euros (approximately$648,000 based on the exchange rate on July 22, 2011) of which 45,000 euros have been paid. Additional payments will be due and payable subject to milestones.
For a more detailed description of the Joint Venture Agreement, you are urged to review the Agreement in its entirety which is set forth on Exhibit 10.2.
Item 9.02 Financial Statements and Exhibits.
Exhibit 10.1 Cooperation Agreement between Developer and Wind Works
Exhibit 10.2 Joint Venture Agreement between Zero Emission People and XxxProject Developer
Exhibit 99.1 Press Release
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: July 25, 2011