Attached files
| file | filename |
|---|---|
| EX-99.3 - UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION - CalAmp Corp. | exhibit99-3.htm |
| EX-99.2 - AUDITED FINANCIAL STATEMENTS OF LOJACK CORPORATION - CalAmp Corp. | exhibit99-2.htm |
| EX-23.1 - CONSENT OF GRANT THORNTON LLP - CalAmp Corp. | exhibit23-1.htm |
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 18, 2016 |
| Exact Name of
Registrant as Specified in Its Charter: |
CALAMP CORP. |
| DELAWARE | 0-12182 | 95-3647070 | ||
| State or Other Jurisdiction of | Commission | I.R.S. Employer | ||
| Incorporation or Organization | File Number | Identification No. |
| Address of Principal Executive Offices: | 15635 Alton Parkway, Suite 250 | |
| Irvine, CA 92618 | ||
| Registrant's Telephone Number, Including | ||
| Area Code: | (949) 600-5600 | |
| Former Name or Former Address, | ||
| if Changed Since Last Report: | Not applicable |
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 240.14.a-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 March 21, 2016, CalAmp Corp. (“CalAmp” or the “Company”) filed a Current Report on Form 8-K with the Securities and Exchange Commission (the “Original Form 8-K”) to report, among other things, the Company’s acquisition of LoJack Corporation (the “Acquisition”). This Amendment No. 1 to Current Report on Form 8-K/A (the “Amended Form 8-K”) is being filed solely to amend Item 9.01 of the Original Form 8-K to incorporate by reference the financial statements and pro forma financial information required by Item 9.01 of Form 8-K in connection with the Acquisition. Except as described above, this Amended Form 8-K does not modify or update the Original Form 8-K or the disclosures set forth therein or otherwise reflect events occurring after the filing thereof.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired
The audited financial statements of LoJack Corporation for the years ended December 31, 2015 and 2014, including the auditor’s report thereon of Grant Thornton LLP and the notes thereto, are included hereto as Exhibit 99.2.
(b) Pro forma financial information
The unaudited pro forma condensed combined financial information, including the unaudited pro forma condensed combined balance sheet of CalAmp Corp. and LoJack Corporation as of February 29, 2016, the unaudited pro forma condensed combined statement of income of CalAmp Corp. and LoJack Corporation for the year ended February 29, 2016, and the related notes thereto are included hereto as Exhibit 99.3
(d) Exhibits
| 23.1 | Consent of Grant Thornton LLP | ||
| 99.1 | * | Press Release issued on March 21, 2016 by CalAmp Corp. announcing completion of acquisition of LoJack and providing business update. | |
| 99.2 | Audited financial statements of LoJack Corporation as of December 31, 2015 and 2014, and for the two years then ended. | ||
| 99.3 | Unaudited pro forma condensed combined financial information of CalAmp Corp. and LoJack Corporation as of February 29, 2016, and the year then ended. |
* Previously filed as Exhibit 99.1 to the Original Form 8-K.
SIGNATURE
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 thereunto duly authorized.
| CALAMP CORP. | ||||
| June 3, 2016 | /s/ Richard Vitelle | |||
| Date | Richard Vitelle | |||
| Executive Vice President & CFO | ||||
| (Principal Financial Officer and | ||||
| Chief Accounting Officer) | ||||