On April 28, 2017, Maxwell Technologies, Inc. (Maxwell), acquired
substantially all of the assets of Nesscap Energy, Inc.
(Nesscap), a developer and manufacturer of ultracapacitor
products for use in transportation, renewable energy, industrial
and consumer market, in exchange for the issuance of 4,146,538
shares of Maxwell common stock (the Share Consideration) and the
assumption of certain liabilities to the terms of the previously
announced Arrangement Agreement (the Arrangement Agreement),
dated as of February 28, 2017 (the Acquisition) between Maxwell
and Nesscap. The Acquisition was effected by means of a
court-approved statutory plan of arrangement in accordance with
the Business Corporations Act (Ontario)>(the Arrangement) and
was approved by the requisite vote cast by shareholders of
Nesscap at a special meeting of Nesscaps shareholders held on
April 24, 2017.

Under the terms of the Arrangement Agreement, Nesscap will use
the proceeds from the Acquisition to satisfy existing debt
obligations and other liabilities of Nesscap with the remaining
balance of the Share Consideration to be distributed to the
shareholders of Nesscap in connection with the dissolution of
Nesscap. Following the Arrangement and in accordance with the
requirements of the TSX Venture Exchange (TSXV), Nesscaps common
shares will be delisted from the TSXV.

The Share Consideration represents approximately 11.3% of the
outstanding shares of Maxwell, based on the number of Maxwell
common stock outstanding as of April 28, 2017.

As previously announced, Maxwell has agreed as part of the
Arrangement to appoint a representative of I2BF Energy, Limited
and Arbat Capital Group Ltd., principal shareholders of Nesscap
owning approximately 79.57% of the outstanding voting stock of
Nesscap (the Principal Shareholders) to the Board of Directors of
Maxwell, which such representative shall initially be Ilya
Golubovich. Maxwell has agreed to make such appointment no later
than one business day following Maxwells 2017 Annual Meeting of
Shareholders. The Principal Shareholders have entered into
shareholder agreements providing for, among other things, a
lock-up agreement regarding any Maxwell shares received as part
of the Arrangement or the dissolution of Nesscap, a standstill
arrangement related to further acquisitions and actions related
to Maxwell, non-competition and non-solicitation agreements and
as referenced above, a right to nominate a director to the
Maxwell board of directors. Additional shareholders, directors
and officers have entered into lock-up agreements regarding any
Maxwell shares received as part of the Arrangement.

The foregoing description of the Arrangement Agreement,
Arrangement and Acquisition is not complete and is qualified in
its entirety by reference to the full text of the Arrangement
Agreement, dated February 28, 2017, as amended, by and between
Maxwell and Nesscap, a copy of which is included as exhibit 10.1
to the Form 8-K filed with the Securities and Exchange Commission
on February 28, 2017. The foregoing description of the Principal
Shareholder Agreement is not complete and is qualified in its
entirety by reference to the full text of the Principal
Shareholder Agreement, dated February 28, 2017, by and between
Maxwell and Nesscap, a copy of which is included as exhibit 10.3
to the Form 8-K filed with the Securities and Exchange Commission
on February 28, 2017.

Item 8.01 Other Events.

On April 28, 2017, Maxwell issued a press release announcing the
closing of the Acquisition. A copy of the press release is filed
as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.

Forward Looking Statements

Some of the statements in this Current Report on Form 8-K are
forward-looking statements (or forward-looking information)
within the meaning of the U.S. Private Securities Litigation
Reform Act of 1995 and applicable Canadian securities laws. These
include statements using the words target, outlook, may, will,
should, could, estimate, continue, expect, intend, plan, predict,
potential, project and anticipate, and similar statements which
do not describe the present or provide information about the
past. There is no guarantee that the expected events or expected
results will actually occur. Such statements reflect the current
views of management of Maxwell and are subject to a number of
risks and uncertainties. These statements are based on many
assumptions and factors, including general economic and market
conditions, industry conditions, corporate approvals, regulatory
approvals, operational factors and other factors. Any changes in
such assumptions or factors could cause actual results to differ
materially from current expectations. Undue reliance should not
be placed on such forward looking statements. Forward-looking
statements speak only as of the date they are made. Except as
required by law, we do not have any intention or obligation to
update or to publicly announce the results of any revisions to
any of the forward-looking statements to reflect actual results,
future events or developments, changes in assumptions or changes
in other factors affecting the forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits