Amended Current Report Filing (8-k/a)
July 18 2018 - 3:02PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 4, 2018
Air T, Inc.
(Exact Name
of Registrant as Specified in its Charter)
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Delaware
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001-35476
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52-1206400
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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5930 Balsom Ridge Road
Denver, North Carolina 28037
(Address of Principal Executive Offices)
(Zip Code)
(828)
464-8741
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former
name or former address, if changed from 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):
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☐
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Written communication 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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☐
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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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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4c))
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Indicate by check mark whether the registrant is an emerging growth company as defined
in 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. ☐
Explanatory Note
This Form
8-K/A
is being filed as an amendment (Amendment No. 1) to the Current Report on Form
8-K
filed by Air T, Inc. (the Company) on May 9, 2018 (the Original Filing). The Original Filing reported, among other things, the completion by the Company of its acquisition of
substantially all of the assets and assumed certain liabilities of Worthington Aviation Parts, Inc. (Worthington) on May 4, 2018. This Amendment No. 1 amends the Original Filing to include the financial statements and pro forma
financial information required under Item 9.01 of Form
8-K.
Item 9.01
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Financial Statements and Exhibits
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(a)
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Financial Statements of Businesses Acquired
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The audited consolidated financial statements of Worthington
Aviation Parts, Inc. as of and for the year ended December 31, 2017, and accompanying notes thereto, are filed as Exhibit 99.1 to this Amendment No. 1 and incorporated herein by reference.
(b)
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Pro Forma Financial Information
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The unaudited pro forma condensed combined balance sheet as of March 31,
2018, and unaudited pro forma condensed combined statement of income (loss) for the fiscal year ended March 31, 2018, and the accompanying notes thereto, are filed as Exhibit 99.2 to this Amendment No. 1 and incorporated herein by
reference.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Dated: July 18, 2018
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AIR T, INC.
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By:
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/s/ Brett Reynolds
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Name: Brett Reynolds
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Title: Chief Financial Officer
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