Amended Current Report Filing (8-k/a)
May 20 2015 - 4:32PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported):
March 3, 2015
VAPOR
CORP.
(Exact name of
registrant as specified in its charter)
Delaware
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001-36469
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84-1070932
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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3001 Griffin
Road
Dania Beach,
Florida 33312
(Address of Principal
Executive Office) (Zip Code)
(888) 766-5351
(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:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Explanatory Note
Effective March 4, 2015, Vapor Corp.
(the “Company”) completed its acquisition of Vaporin, Inc., a Delaware corporation (“Vaporin”), pursuant
to the Agreement and Plan of Merger (the “Merger Agreement”), dated December 17, 2014, by and between the Company
and Vaporin. In accordance with the Merger Agreement, the Company acquired Vaporin through the merger of Vaporin with and into
the Company (the “Merger”). The Company was the surviving company following the Merger. Upon consummation of the Merger,
Emagine the Vape Store, LLC (“Emagine”), a Delaware limited liability company and a 50% owned subsidiary of each of
the Company and Vaporin, became a wholly owned subsidiary of the Registrant. The closing of the Merger and the completion of the
transactions described in the Merger Agreement was previously reported in the Company’s Current Report on Form 8-K (the
“Initial 8-K”), filed with the SEC on March 5, 2015.
This Amendment No. 1 on Form 8-K/A
amends the Initial 8-K to include the financial information referred to in Item 9.01(a) and (b), below, relating to the Merger.
Pursuant to the instructions to Item 9.01 of Form 8-K, the Company hereby amends Item 9.01 of the Initial 8-K to include
previously omitted financial statements and pro forma financial information. The information previously reported in the Initial
8-K is hereby incorporated by reference into this Form 8-K/A.
Item 9.01 Financial
Statements and Exhibits.
(a) Financial statements of businesses
acquired.
Audited financial
statements of Vaporin for the years ended December 31, 2014 and December 31, 2013.
(b) Pro Forma financial information.
Unaudited combined
pro forma financial information as of and for the year ended December 31, 2014 are included below.
(c) Not applicable
(d) Exhibits
The following exhibits are filed as
part of this report:
Exhibit
No.
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Exhibit
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99.1
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Audited financial
statements of Vaporin for the years ended December 31, 2014 and December 31, 2013.
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99.2
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Unaudited combined
pro forma financial information as of and for the year ended December 31, 2014.
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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.
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VAPORIN,
INC.
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Date:
May 20, 2015
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By:
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/s/ James
Martin
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Name:
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James Martin
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Title:
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Chief Financial
Officer
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