Attached files
| file | filename |
|---|---|
| EX-23 - EX-23.1 - SCIQUEST INC | sqi-ex23_2013083013.htm |
| EX-99 - EX-99.1 - SCIQUEST INC | sqi-ex991_2013083014.htm |
| EX-99 - EX-99.2 - SCIQUEST INC | sqi-ex992_2013083015.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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):
August 30, 2013
SciQuest, Inc.
(Exact name of registrant as specified in its charter)
|
Delaware |
001-34875 |
56-2127592 |
|
(State or other jurisdiction |
(Commission File Number) |
(IRS Employer Identification Number) |
|
6501 Weston Parkway, Suite 200, (Address of principal executive offices) |
|
27513 (Zip Code) |
Registrant's telephone number, including area code: (919) 659-2100
Not applicable
(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 Instruction 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)) |
EXPLANATORY NOTE
On September 5, 2013, SciQuest, Inc. (“SciQuest”) filed a Current Report on Form 8-K reporting that SciQuest acquired all of the outstanding capital stock of CombineNet, Inc. (“CombineNet”) pursuant to a Merger Agreement, dated as of August 30, 2013, by and among SciQuest, Liberty Subsidiary Corp., a wholly owned subsidiary of SciQuest, Liberty Second Sub, Inc., a wholly owned subsidiary of SciQuest, CombineNet and CombineNet Holdings, LLC, as the Stockholders’ Agent.
This Current Report on Form 8-K/A amends the original Form 8-K to provide the consolidated financial statements of CombineNet required under Item 9.01(a) and the pro forma financial information required under Item 9.01(b).
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
The audited consolidated financial statements of CombineNet as of and for the year ended December 31, 2012 and the unaudited consolidated financial statements of CombineNet as of and for the six months ended June 30, 2013, together with the notes related thereto, are filed as Exhibit 99.1 to this Current Report on Form 8-K/A and are incorporated herein by reference. The consent of the independent auditors of CombineNet is attached hereto as Exhibit 23.1.
(b) Pro Forma Financial Information.
The unaudited pro forma combined consolidated financial information of SciQuest and CombineNet for the year ended December 31, 2012 and as of and for the six months ended June 30, 2013 and the notes related thereto are filed as Exhibit 99.2 to this Current Report on Form 8-K/A and are incorporated herein by reference.
(d) Exhibits.
|
Exhibit No. |
|
Description |
|
|
|
|
|
23.1 |
|
Consent of Alpern Rosenthal, a Professional Corporation, Independent Auditor of CombineNet, Inc. |
|
|
|
|
|
99.1 |
|
Audited consolidated financial statements of CombineNet, Inc. and Subsidiaries as of and for the year ended December 31, 2012, the unaudited consolidated financial statements of CombineNet, Inc. and Subsidiaries as of and for the six months ended June 30, 2013 and the notes related thereto. |
|
|
|
|
|
99.2 |
|
Unaudited pro forma combined consolidated financial information of SciQuest, Inc. and CombineNet, Inc. for the year ended December 31, 2012 and as of and for the six months ended June 30, 2013 and the notes related thereto. |
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.
|
|
|
SCIQUEST, INC. | |||
|
|
|
|
| ||
|
Date: November 7, 2013 |
|
|
|
|
|
|
|
|
|
|
By: |
/s/ Stephen J. Wiehe |
|
|
|
|
|
|
Stephen J. Wiehe |
|
|
|
|
|
|
President and Chief Executive Officer |
|
|
|
|
|
|
(Principal Executive Officer) |
EXHIBIT INDEX
|
23.1 |
|
Consent of Alpern Rosenthal, a Professional Corporation, Independent Auditor of CombineNet, Inc. |
|
|
|
|
|
99.1 |
|
Audited consolidated financial statements of CombineNet, Inc. and Subsidiaries as of and for the year ended December 31, 2012, the unaudited consolidated financial statements of CombineNet, Inc. and Subsidiaries as of and for the six months ended June 30, 2013 and the notes related thereto. |
|
|
|
|
|
99.2 |
|
Unaudited pro forma combined consolidated financial information of SciQuest, Inc. and CombineNet, Inc. for the year ended December 31, 2012 and as of and for the six months ended June 30, 2013 and the notes related thereto. |