Item 1.01. Entry into a Material Definitive Agreement.
On December 8, 2008, Fuel Tech, Inc. (the "Company") announced the signing of a definitive agreement to acquire substantially all of the assets of Advanced Combustion Technology, Inc. ("ACT"). ACT, headquartered in Hooksett, New Hampshire, is a leading provider of nitrogen oxide ("NOx") control systems, including low NOx burners and over-fire air systems, and will become part of the Company's Air Pollution Control reporting segment.
The purchase price is approximately $22 million in cash, payable at closing and subject to adjustment for working capital, plus performance-based contingent payments. The transaction is structured as an asset purchase and the agreement contains customary representations, warranties, covenants and conditions, as well as indemnification provisions subject to specified limitations. The transaction is subject to customary approvals and is expected to close in early January 2009. The announcement referencing the transaction is attached as Exhibit 99.1 to this report on Form 8-K. Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release of December 8, 2008 issued by Fuel Tech, Inc.

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