Current Report Filing (8-k)
March 18 2019 - 6:13AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
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 14, 2019
AMMO,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-13101
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83-1950534
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
Number)
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7681
E. Gray Rd.
Scottsdale,
Arizona 85260
(Address
of principal executive offices)
480-947-0001
(Registrant’s
telephone number)
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:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
AMMO,
INC.
Form
8-K
Current
Report
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ITEM
2.01
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Completion
of Acquisition or Disposition of Assets
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On
March 15, 2019, Enlight Group II, LLC (hereinafter referred to as the “Buyer”), a wholly owned subsidiary of AMMO,
Inc., completed its acquisition of 100% of the assets of Jagemann Stamping Company’s (“Seller”) ammunition casing,
projectile manufacturing and sales operations (“Jagemann Munition Components” or “JMC”) pursuant to the
terms of the Amended and Restated Asset Purchase Agreement (“Amended APA”) dated March 14, 2019.
In
accordance with the terms of the Amended APA, Buyer paid Seller a combination of $7,000,000 in cash, $10,400,000 delivered in
the form of a Promissory Note, and 4,750,000 shares of AMMO, Inc. Common Stock.
Pursuant
to the Amended APA, Buyer acquired the Seller’s munition and casing division assets (including equipment and intellectual
property), and is to continue the operations at Seller’s Wisconsin facilities.
The
foregoing summary of the Amended APA is not complete and is qualified in its entirety by reference to the full text of the Amended
APA, which is filed as exhibit 2.1 and is incorporated herein by reference.
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ITEM
9.01.
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Financial
Statements and Exhibits
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(a)
Financial Statements of Businesses Acquired
AMMO,
Inc. intends to file the financial statements of Jagemann Munition Components required by Item 9.01(a) as part of an amendment
to this Current Report on Form 8-K not later than 71 calendar days after the date this Current Report is required to be filed.
(b)
Pro Forma Financial Information
The
unaudited pro forma combined and condensed balance sheet of Ammo, Inc. as of December 31, 2018, and the unaudited pro forma combined
and condensed statement of operations for the nine months ended December 31, 2018, and the three months ended March 31, 2018.
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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Dated:
March 18, 2019
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AMMO,
INC.
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By:
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/s/
Fred W. Wagenhals
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Fred
W. Wagenhals
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Chief
Executive Officer
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