Current Report Filing (8-k)
April 22 2014 - 5:29PM
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
April
16, 2014
Date
of Report (Date of earliest event reported)
American Spectrum Realty, Inc.
|
(Exact name of registrant as
specified in its charter)
|
Maryland
|
001-16785
|
52-2258674
|
(State or Other
Jurisdiction of
incorporation)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification
No.)
|
2401 Fountain View, Suite 750, Houston, Texas 77057
|
(Address
of principal executive offices)
(Zip Code)
|
(713) 706-6200
|
(Registrant’s telephone number, including area code)
|
|
(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 Instructions A.2.
below):
⃞
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))
Item
8.01 Other Events.
American Spectrum Realty, Inc. (the "Company") filed a Form 12b-25
Notification of Late Filing on March 31, 2014 (the "Original 12b-25")
confirming that the Company would be delaying the filing of the
Company's Form 10-K for the fiscal year ended December 31, 2013 (the
"2013 10-K").
In the 12b-25 the Company disclosed, among other things that, as a
result of the departure of the Company's Chief Financial Officer, the
Company is working with its accountants and consultants and reviewing
its financial records, including journal entries and account balances
related to the Company's financial statements for the period ended
December 31, 2013. In addition, the Company disclosed that the Company
and its consultants are continuing to evaluate the purchase price
allocation and disclosures related to the transaction reported in the
8-K filed on January 7, 2014 (the "Purchase Price Allocation Issue").
The Company continues to work diligently to review its financial records
and resolve the Purchase Price Allocation Issue and intends to file the
2013 10-K as soon as practicable.
A press release, dated April 16, 2014, disclosing the records review and
the Purchase Price Allocation Issue, and their impact on the timing of
the filings of the 2013 10-K is attached as Exhibit 99.1 and is
furnished herewith.
The Company's statements contained in this Current Report on Form 8-K
that are not historical facts are forward-looking statements within the
meaning of Section 27A of the Securities act and Section 21E of the
Securities Exchange Act of 1934, as amended. Actual results may differ
materially from those included in the forward-looking statements. The
Company intends those forward-looking statements to be covered by the
safe-harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995, and the Company is
including this statement for purposes of complying with those
safe-harbor provisions., Forward-looking statements, which are based on
certain assumptions and describe future plans, strategies, intentions
and expectations, are generally identifiable by use of the words
"expect," "project," "may," "will," "should,'" "could," "would,"
"intend," "plan," "purpose," "anticipate," "estimate," "believe,"
"continue," "predict," "potential" or the negative of such terms and
other comparable terminology. The Company's ability to predict results
or the actual effect of future plans or strategies is inherently
uncertain.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No. Exhibit
Description
99.1 Press release issued by
American Spectrum Realty dated as of April 16, 2014
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.
|
|
AMERICAN SPECTRUM REALTY, INC.
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ William J. Carden
|
|
|
|
Name:
|
William J. Carden
|
|
|
|
Title:
|
Chairman of the Board, President
|
|
|
|
|
and Chief Executive Officer
|
|
|
|
|
|
Date:
|
April 22, 2014
|
|
|
|
American Spectrum (AMEX:AQQ)
Historical Stock Chart
From Jun 2024 to Jul 2024
American Spectrum (AMEX:AQQ)
Historical Stock Chart
From Jul 2023 to Jul 2024