Attached files
| file | filename |
|---|---|
| EX-99.4 - EXHIBIT 99.4 - SCWorx Corp. | v459495_ex99-4.htm |
| EX-99.3 - EXHIBIT 99.3 - SCWorx Corp. | v459495_ex99-3.htm |
| EX-99.2 - EXHIBIT 99.2 - SCWorx Corp. | v459495_ex99-2.htm |
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 AND EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): December 9, 2016
ALLIANCE MMA, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37899 | 47-5412331 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Paul K. Danner, III
Chief Executive Officer
590 Madison Avenue, 21st Floor
New York, New York 10022
(Address of principal executive offices)
Registrant’s telephone number, including area code: (212) 739-7825
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 240.14a-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 December 13, 2016, Alliance MMA, Inc. (“Alliance MMA”), filed a Current Report on Form 8-K (the “Form 8-K”) to report the acquisition by Alliance MMA of substantially all the assets of Ohio Fitness and Martial Arts, LLC d/b/a IT Fight Series (“IT”). This Amendment No. 1 to the Form 8-K amends and supplements Item 9.01 to include the financial information described in Item 9.01 below. Except as stated in this Explanatory Note, no other information contained in the Form 8-K is changed.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
|
(a) |
Financial Statements of Business Acquired. | |
| The audited financial statements of IT as of and for the years ended December 31, 2015 and 2014 are filed as Exhibit 99.2 to this report and incorporated herein by reference. | ||
| The unaudited interim financial statements of IT as of and for the nine months ended September 30, 2016 and 2015 are filed as Exhibit 99.3 to this report and incorporated herein by reference. | ||
| (b) | Pro Forma Financial Information. | |
| The unaudited pro forma condensed combined financial information of Alliance MMA and IT for the twelve months ended December 31, 2015 and as of and for the nine months ended September 30, 2016 and the notes related thereto are filed as Exhibit 99.4 hereto and are incorporated herein by reference. | ||
|
|
(d) |
Exhibits. |
| 99.1 | Press Release dated December 12, 2016 † | |
| 99.2 | Audited financial statements of IT as of and for the years ended December 31, 2015 and 2014 | |
| 99.3 | Unaudited interim financial statements of IT as of and for the nine months ended September 30, 2016 and 2015 | |
| 99.4 | Unaudited pro forma condensed combined financial information of Alliance MMA and IT for the twelve months ended December 31, 2015 and as of and for the nine months ended September 30, 2016 and the notes related thereto. |
† Previously filed
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ALLIANCE MMA, INC. | |||
| By: | /s/ Paul K. Danner, III | ||
| Name: | Paul K. Danner, III | ||
| Its: | Chief Executive Officer | ||
Dated: February 22, 2017
EXHIBIT INDEX
| Exhibit No. |
|
| 99.1 | Press Release dated December 12, 2016 † |
| 99.2 | Audited financial statements of IT as of and for the years ended December 31, 2015 and 2014 |
| 99.3 | Unaudited interim financial statements of IT as of and for the nine months ended September 30, 2016 and 2015 |
| 99.4 | Unaudited pro forma condensed combined financial information of Alliance MMA and IT for the twelve months ended December 31, 2015 and as of and for the nine months ended September 30, 2016 and the notes related thereto. |
† Previously filed