DEFA14A 1 v354460_defa14a.htm DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14a-101)

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant x

Filed by a Party other than the Registrant ¨

Check the appropriate box:

o |  | Preliminary Proxy Statement
o |  | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o |  | Definitive Proxy Statement
x |  | Definitive Additional Materials
o |  | Soliciting Material Pursuant to §240.14a-12

ACORN ENERGY, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

|  | Payment of Filing Fee (Check the appropriate box):
x |  | No fee required.
o |  | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

| (1) | Title of each class of securities to which transaction applies:
| (2) | Aggregate number of securities to which transaction applies:
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
| (4) | Proposed maximum aggregate value of transaction:

| (5) | Total fee paid:

o |  | Fee paid previously with preliminary materials.
o |  | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

| (1) |  | Amount Previously Paid:
| (2) |  | Form, Schedule or Registration Statement No.:
| (3) |  | Filing Party:
| (4) |  | Date Filed:

Dear Friends and Fellow Shareholders:

At Acorn we have always believed the key to building successful companies, and thus making our shareholders money, is in anticipating problems in energy markets and solving them before anyone else.

The attached cover of the August issue of the Journal of Petroleum Technology highlights precisely the kind challenge and opportunity we have anticipated. The Journal article focuses on the severe problems that are becoming common in oilfields today. The article highlights the fact that drillers are working increasingly in higher subsurface temperatures, 150-200C, that create difficult and even impossible challenges for the operation and survival of today’s electronic measurement tools critical for steering the drills. And the article also highlights the fact that operations are being hampered by severe limits in bringing ever-greater data-streams up from the subsurface using standard slow data transmission technologies. It’s clear that a step change in performance is needed.

The answer to both of these problems is found not by trying to change the materials and processes used by today’s electronics industry but rather by completely eliminating the sensitive electronics from the subsurface environment. Acorn Energy is leading the charge in moving the oil industry’s reliance on electronics/copper to photonics/fiber optics subsurface sensor systems. By completely changing the domain of the technology we solve both the high temperature issue by completely eliminating downhole electronics and collaterally using the fiber optic's inherently high bandwidth data capabilities. In addition, the fiber-based sensor tools, as you know and as our customers' independent tests have shown, also provides the benefit of being able to "see" farther and more accurately than the legacy electronic systems.

You will recall we recently announced signing a Master Services Agreement and a purchase order with one of the world's largest oil service companies; that win was anchored entirely in solving precisely these problems. We have also signed a Master Service Agreement with one Supermajor oil company. Word is spreading and the momentum is building.

I urge you to read this article. It provides extraordinary detail on why solving the new challenges in the oil fields are so critical to both of our businesses.

Please join us for our shareholder meeting on September 20th at noon at the Union League Club in New York City at 38 E 37th St (please RSVP by replying to this email). If you are unable to attend in person, you can watch a live webcast of the meeting by clicking this link: http://totalwebcasting.com/live/acorn.

John A. Moore