UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

PURSUANT TO SECTION 13 OR 15(d) OF

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 2524, 2012

ENER1, INC.

(Exact Name of Registrant as Specified in Charter)


Florida	001-34050	59-2479377
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1540 Broadway, Suite 40

New York, NY 10036

(Address of Principal Executive Offices) (Zip Code)

(212) 920-3500

(Registrant’s Telephone Number, including Area Code)

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 1.01

Entry Into a Material Definitive Agreement.

~~The information provided~~ Debtor-in ~~Item 1.03 of this Current Report on Form 8~~-KPossession ~~regarding the Plan Support Agreement (as defined below) is incorporated by reference into this Item 1.01.~~Facility

~~Item~~On 1January 27, 2012, in connection with Ener1, Inc.03’s (the “Company”) pending voluntary petition seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy orCode ~~Receivership~~in the case entitled “In re Ener1, Inc.,” Case No. 12-10299 (the “Chapter 11 Case”), the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”), authorized the Company on an interim basis to enter into the Debtor-in-Possession Loan Agreement (the “DIP Loan Agreement”) with Bzinfin S.A. (“Bzinfin”), as lender and agent. The Company and Bzinfin signed the DIP Loan Agreement on January 27, 2012. The DIP Loan Agreement provides for a revolving facility not to exceed $20 million, of which the Bankruptcy Court authorized the Company to draw up to $13.5 million of revolving advances prior to a final hearing. The Company’s ability to draw revolving advances under the DIP Loan Agreement is subject to the satisfaction of certain conditions, including that requests be made by the Company at least three business days in advance of the business day on which any advance is to be made, requests be necessary and in conformance with the Company’s budget contained in the DIP Loan Agreement and no event of default (as defined in the DIP Loan Agreement) shall have occurred and be continuing. A final hearing regarding the DIP Loan Agreement, including authorization to draw the remaining $6.5 million thereunder, is scheduled before the Bankruptcy Court on February 16, 2012. Borrowings under the DIP Loan Agreement bear interest at LIBOR plus 7% per annum and mature 90 days after the Petition Date (the “Maturity Date”), except that borrowings may be required to be repaid earlier in the case of an event of default under the DIP Loan Agreement. The obligations of the Company as borrower under the DIP Loan Agreement are secured by all of the present and future assets of the Company, subject to certain exceptions, and are guaranteed by the Company’s subsidiaries EnerDel, Inc. (“EnerDel”), EnerFuel, Inc. and NanoEner, Inc.

OnThe ~~January~~DIP ~~26,~~Loan ~~2012~~Agreement ~~(the~~contains ~~“Petition~~customary ~~Date”),~~representations ~~Ener1~~and warranties, as ~~Inc~~well as affirmative and negative covenants and is subject to customary events of default. If an event of default occurs, upon five (5) business days written notice to the “Company”), ~~filed~~Bzinfin amay ~~voluntary~~declare ~~petition~~all inremaining ~~the~~principal ~~United~~and ~~States~~accrued ~~Bankruptcy~~and ~~Court~~unpaid ~~for~~interest thereon due and payable. Upon and after the ~~Southern~~occurrence ~~District~~and during the existence of ~~New~~an ~~York~~event of default, Bzinfin is required to (file a motion with the “Bankruptcy Court”) seeking relief ~~under~~from the ~~provisions~~automatic stay to enforce any of ~~Chapter~~its 11rights ~~(“Chapter~~or ~~11”)~~remedies. However, Bzinfin may not enforce any of ~~Title~~its 11rights and remedies upon the occurrence and during the existence of an event of default unless ~~the~~it ~~United~~provides ~~States~~the ~~Bankruptcy~~GSAM ~~Code~~Noteholders (as ~~“Bankruptcy~~defined ~~Code”~~below). ~~The~~an ~~Chapter~~opportunity 11to ~~case~~become isparties ~~being~~to ~~administered~~the ~~under~~DIP ~~the~~Loan ~~caption~~Agreement and to participate ~~“In~~with reBzinfin ~~Ener1,~~in ~~Inc.,”~~making ~~Case~~additional ~~No.~~revolving ~~12-10299 (~~advances to the ~~“Chapter~~Company 11under ~~Case”).~~the ~~The~~DIP ~~Company~~Loan ~~remains~~Agreement. inIf ~~possession~~the ofGSAM ~~its~~Noteholders become ~~assets~~parties to the DIP Loan Agreement and ~~continues~~participate with Bzinfin in making additional revolving advances to ~~operate~~the Company, then Bzinfin may not enforce its ~~business~~rights asand aremedies ~~debtor-in-possession~~upon the occurrence and during the existence of an event of default under the ~~jurisdiction~~DIP Loan Agreement until the earlier of the ~~Bankruptcy~~Maturity ~~Court~~Date or termination of the Restructuring, Lockup and inPlan ~~accordance~~Support Agreement dated January ~~with~~26, 2012, among the ~~applicable~~Company, ~~provisions~~Bzinfin, ofthe GSAM Noteholders and the ~~Bankruptcy~~other ~~Code~~parties signatory thereto (which agreement is described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the ~~orders~~“SEC”) ofon January 26, 2012). If the ~~Bankruptcy~~GSAM ~~Court~~Noteholders either do not become parties to the DIP Loan Agreement or after having done so do not participate with Bzinfin in making additional revolving advances to the Company then Bzinfin may enforce its rights and remedies upon the earlier occurrence of either event.

~~Plan~~A ~~Support~~portion of the borrowings under the DIP Loan Agreement will be used to repay the $6.5 million of outstanding principal amount of the loan and accrued and unpaid interest thereon, as well as fees and expenses under the Loan Agreement (the “Bridge Loan Agreement”), dated as of November 16, 2011, as amended, among the Company, as borrower, Bzinfin, as agent, and certain investment funds managed by Goldman Sachs Asset Management, L.P. (the “GSAM Noteholders”) and Bzinfin, as lenders. No early termination penalties will be incurred by the Company in connection with the repayment of the Bridge Loan Agreement. The Company may also use borrowings under the DIP Loan Agreement to pay costs, expenses and all other payment amounts incurred in connection with the DIP Loan Agreement; for general working capital and operational expenses; and to fund loans to the Company’s EnerDel subsidiary.

On January 26, 2012, the Company entered into a Restructuring, Lockup and Plan Support Agreement (the “Plan Support Agreement”) with the holders of all of the Company’s outstanding 8.25% senior unsecured notes (the “Noteholders”), Itochu Corporation (“Itochu”), and Bzinfin S.A. (“Bzinfin,” and, collectively with the Noteholders and Itochu, the “Participating Lenders”), which together constitute all of the holders of the Company’s outstanding long-term debt. Pursuant to the Plan Support Agreement, the Participating Lenders agreed to take all necessary steps to support the financial restructuring of the Company, including the filing by the Company of the Chapter 11 Case and its prepackaged plan of reorganization (the “Plan”), subject to the terms and conditions set forth in the Plan Support Agreement. Under the Plan Support Agreement, the Participating Lenders committed to support confirmation of the Plan, the terms of which provide that upon confirmation, Bzinfin and several of the other Participating Lenders will provide equity financing to the Company in an amount up to $81 million of which (a) Bzinfin would be responsible for $50 million (less the outstanding balance under a secured debtor2-in-possession loan agreement on the effective date of the Plan) and (b) Bzinfin and the Noteholders would be responsible for funding their pro rata shares of an aggregate amount of up to $31 million. This equity financing will be provided upon the effective date of the Plan, if confirmed, and over a period of time, and subject to the satisfaction of certain conditions and milestones to be set forth in a definitive agreement that will be entered into upon confirmation. In addition, Bzinfin agreed to provide post-petition debtor-in-possession financing upon commencement of a Chapter 11 case pursuant to a secured debtor-in-possession loan agreement, the proceeds of which would be used by the Company to repay certain existing secured debt and for general working capital and operational expenses of the Company and its subsidiaries.

~~Under~~The ~~the~~above ~~Plan,~~description ~~all~~ of the ~~Company’s~~DIP ~~existing~~Loan ~~common~~Agreement ~~stock~~is not complete ~~will~~and beis ~~cancelled~~qualified ~~upon~~in its entirety by the ~~Company’s~~full ~~emergence~~text ~~from~~of ~~Chapter~~the 11DIP Loan Agreement, ~~without~~which ~~receiving~~is ~~any~~filed ~~distribution~~as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

~~The~~Court ~~above~~documents ~~description~~filed ofin the ~~Plan~~Chapter ~~Support~~11 ~~Agreement~~Case is(other ~~not~~than ~~complete~~documents ~~and~~filed isunder ~~qualified~~seal inor ~~its~~otherwise ~~entirety~~subject byto ~~the~~confidentiality ~~full~~protections) ~~text~~will ofbe accessible at the ~~Plan~~Bankruptcy ~~Support~~Court’s ~~Agreement~~Internet site, ~~which~~www.nysb.uscourts.gov, isthrough ~~filed~~an asaccount ~~Exhibit~~obtained ~~10.~~from Pacer Service Center at 1-800-676-6856 toor ~~this~~online ~~Current~~at http://pacer.psc.uscourts.gov. ~~Report~~The information set forth on ~~Form~~the ~~8-K~~foregoing ~~and~~websites isshall not be deemed to be a part of or incorporated by reference ~~herein~~into this Current Report on Form 8-K.

~~Item~~In 2addition to being a lender under the Bridge Loan Agreement, as described in the Company’s Current Report on Form 8-K filed with the SEC on November 22, 2011, Bzinfin is an affiliate of the Company by virtue of being the beneficial owner, directly and indirectly through its wholly-owned subsidiary, Ener1 Group, Inc.04, ~~Triggering~~of ~~Events~~approximately ~~that~~41% ~~Accelerate~~of the Company’s outstanding common stock as of September 14, 2011 (without giving effect to the exercise or ~~Increase~~conversion of the Company common stock-based derivative securities owned by Bzinfin and Ener1 Group, Inc.). Bzinfin is controlled by Boris Zingarevich, who is a ~~Direct~~director ~~Financial~~of ~~Obligation~~the orCompany. anBzinfin ~~Obligation~~is also the lender under ana ~~Off~~Line of Credit Agreement with the Company, under which $11.4 million in aggregate principal amount and accrued and unpaid interest was outstanding as of September 12, 2011. See also the information set forth under “Supply Agreement” below, and the information regarding Bzinfin included in the Company’s Current Report on Form 8-~~Balance~~K ~~Sheet~~filed ~~Arrangement~~with the SEC on January 26, 2012.

The ~~commencement~~GSAM ofNoteholders ~~the~~are ~~Chapter~~holders 11of ~~Case~~$42.6 ~~constitutes~~million orof ~~may~~the ~~constitute~~aggregate anprincipal ~~event~~amount of ~~default or otherwise triggers or may trigger repayment obligations under~~ the Company’s ~~debt~~outstanding ~~obligations~~8.25% Assenior ~~a result~~unsecured ofnotes ~~such~~(which anare ~~event~~convertible ofinto ~~default~~shares orof ~~triggering~~the ~~event,~~Company common ~~substantially~~stock) ~~all~~and ofwarrants ~~the~~to ~~debt~~purchase ~~obligations~~shares of the Company’s ~~would~~common ~~have~~stock. ~~become due~~As ~~and~~of ~~payable.~~January ~~Any~~25, ~~efforts~~2012, orthe ~~actions~~GSAM toNoteholders no ~~enforce~~longer ~~those~~held ~~payment~~any ~~obligations~~shares ~~are~~of ~~stayed~~the asCompany’s aoutstanding ~~result~~common ofstock. ~~the~~See ~~filing~~also of the ~~Chapter 11~~information ~~Case.~~regarding ~~The~~the ~~material~~GSAM ~~debt~~Noteholders included ~~agreements,~~in ~~and~~ the ~~approximate~~Company’s ~~aggregate~~Current ~~principal~~Report ~~balance~~on ofForm ~~debt~~8-K ~~outstanding~~filed ~~thereunder~~with asthe ofSEC on January 26, 2012~~, are as follows:~~.

Debt Documents	Principal Balance Outstanding as of January 26, 2012 ($ in millions)
Tranche A and Tranche B 8.25% senior unsecured notes	$	57.30
6.00% senior convertible notes	$	10.00
Line of Credit Agreement	$	11.20
Term credit facility	$	6.50

Supply Agreement

On January 24, 2012, EnerDel, a subsidiary of the Company, entered into a Supply Agreement (the “Supply Agreement”) with EnerZ LLC (“EnerZ”), a company beneficially owned by Boris Zingarevich. Under the Supply Agreement, EnerZ will purchase certain batteries and related components for use in a grid energy storage system. Pursuant to the Supply Agreement, upon EnerDel reaching certain milestones in the production and installation of its products according to a mutually agreed-upon schedule of work, EnerZ shall pay to EnerDel a total of $4.2- million.

~~Item~~The ~~5.02~~above ~~Departure~~description of ~~Directors~~the orSupply ~~Certain~~Agreement ~~Officers;~~is ~~Election~~not ofcomplete ~~Directors;~~and is ~~Appointment~~qualified ofin ~~Certain~~its ~~Officers;~~entirety ~~Compensatory~~by ~~Arrangements~~the full text of ~~Certain~~the ~~Officers~~Supply Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein.

~~(e)~~The relationship between the Company and Bzinfin is set forth under “Debtor-in-Possession Facility” above.

OnItem ~~January 25, 2012, Ener1, Inc~~2.03 ~~(the~~Creation ~~“Company”)~~of ~~entered into an Employment Agreement (the “Employment Agreement”) with Alex Sorokin and Company, LLC d/b/~~a ~~Sorokin~~Direct ~~and~~Financial ~~Associates for~~Obligation ~~the~~or ~~services~~an ofObligation ~~Alex~~under ~~Sorokin~~an asOff-Balance ~~Chief~~Sheet ~~Executive~~Arrangement ~~Officer. Mr. Sorokin has served as Interim Chief Executive Officer~~ of ~~the~~a ~~Company since November 4, 2011~~Registrant.

The ~~Employment~~information ~~Agreement~~set ~~shall~~forth ~~continue~~in ~~for~~Item ~~a period to be mutually agreed upon by the Company and Mr~~1.01 ~~Sorokin, provided that if the Company files a case under Chapter 11, the minimum term~~ of ~~the Employment~~this ~~Agreement~~Current ~~shall~~Report ~~equal the lesser of (i) 90 days after confirmation of the plan of reorganization (the “Plan”)~~on ofForm ~~the~~8-K ~~Company~~related into the ~~Chapter~~DIP 11Loan ~~case~~Agreement orand ~~(ii) 150 days after~~ the ~~date~~Prior ofLoan ~~filing the Chapter 11 case. The Employment~~ Agreement ~~may be~~is ~~earlier~~hereby ~~terminated~~incorporated ~~in the event of Mr. Sorokin’s death, disability or termination~~ by ~~the~~reference ~~Company for Cause (as defined~~ in ~~the~~this ~~Employment~~Item ~~Agreement)~~2. In addition, either party may terminate the Employment Agreement at any time upon at least 30 days’ prior written notice, provided that the Employment Agreement shall automatically terminate on the 150th day after the date of filing the Chapter 11 case unless the parties have otherwise mutually agreed in writing03.

~~Under~~Item ~~the Employment Agreement, Mr~~9.01 ~~Sorokin~~Financial ~~will~~Statements ~~be entitled to a monthly salary of $75,000. In addition, Mr. Sorokin will be entitled to a $700,000 bonus upon confirmation of the Plan~~ and an additional $250,000 upon the successful completion of an organizational restructuring of the Company occurring within the earlier of (x) 90 days after the date of confirmation of the Plan or (y) 150 days after the date of filing the Chapter 11 case.Exhibits

In the event Mr. Sorokin is terminated by the Company for any reason other than for Cause, Mr. Sorokin will be entitled to any base compensation accrued during the 30-day termination notice period, as well as any earned and unpaid bonuses. Mr. Sorokin and the Company shall also execute and deliver mutual general releases of claims within three business days of the payment of such amounts.(d) Exhibits

In connection with the Employment Agreement, Mr. Sorokin also agreed to several restrictive covenants including non-disparagement of the Company and confidentiality.


Exhibit No.		Description
10.1*		Debtor-in-Possession Loan Agreement, dated January 27, 2012, by and among Ener1, Inc., as borrower, and Bzinfin S.A., as agent and lender.
10.2*		Supply Agreement, dated January 24, 2012, between EnerDel, Inc. and EnerZ LLC.

The above description of the Employment Agreement is not complete and is qualified in its entirety by the full text of the Employment Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein._______________

~~Item~~* ~~7.01~~Filed ~~Regulation FD Disclosure~~herewith.

~~On January 26, 2012, the Company issued a press release, a copy of which is furnished with this Current Report as Exhibit 99.1 and is incorporated by reference into this Item 7.01.~~-3-

Court documents filed in the Chapter 11 Case (other than documents filed under seal or otherwise subject to confidentiality protections) will be accessible at the Bankruptcy Court’s Internet site, www.nysb.uscourts.gov, through an account obtained from Pacer Service Center at 1-800-676-6856 or online at http://pacer.psc.uscourts.gov. The information set forth on the foregoing websites shall not be deemed to be a part of or incorporated by reference into this Current Report on Form 8-K.SIGNATURES

~~-3-~~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.

Item 9.01 Financial Statements and Exhibits

Date: January 30, 2012	Ener1, Inc.


	By:	/s/ Nicholas Brunero
	Name: Nicholas Brunero
	Title: Interim President and General Counsel

~~(d) Exhibits~~-4-

Exhibit No.		Description
10.1		Restructuring, Lockup and Plan Support Agreement, dated January 26, 2012, by and among Ener1, Inc., Liberty Harbor Special Investments, LLC, Goldman Sachs Palmetto State Credit Fund, L.P., Whitebox Credit Arbitrage Partners, L.P., Pandora Select Partners, L.P., Whitebox Concentrated Convertible Arbitrage Partners, L.P., Whitebox Multi Strategy Partners, L.P., Whitebox Special Opportunities Fund LP, Series B, Bzinfin S.A. and Itochu Corporation.
10.2		Employment Agreement, dated January 25, 2012, between Ener1, Inc. and Alex Sorokin and Company, LLC d/b/a Sorokin and Associates.
99.1		Press release of Ener1, Inc., dated January 26, 2012.

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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.

Date: January 26, 2012	Ener1, Inc.
	By:	/s/ Nicholas Brunero
	Name:	Nicholas Brunero
	Title:	Interim President and General Counsel

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