Attached files
| file | filename |
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| EX-99.3 - ADDITIONAL EXHIBITS - PAID INC | ex99-3.htm |
| EX-99.2 - ADDITIONAL EXHIBITS - PAID INC | ex99-2.htm |
| EX-99.1 - AUDITED FINANCIAL STATEMENTS - PAID INC | ex99-1.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): December 23, 2016
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PAID, Inc.
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(Exact Name of Registrant as Specified in Charter)
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Delaware
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0-28720
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73-1479833
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(State or Other Jurisdiction
of Incorporation
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(Commission
File Number)
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(IRS Employer
Identification No.)
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200 Friberg Parkway
Suite 4004
Westborough,
Massachusetts
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01581
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area
code: (617)
861-6050
(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))
On December 23, 2016, PAID, Inc (the “Company”) filed a
Current Report on Form 8-K (the “Initial Form 8-K”)
reporting on the closing on December 30, 2016 of the
Company’s acquisition of all of the outstanding stock of
emergeIT, Inc. (“emergeIt”) from its owners (the
“Sellers”). This Form 8-K/A amends and supplements the
Initial Form 8-K and is being filed to provide the historical
financial information and the pro forma financial information
required pursuant to Item 9.01 on Form 8-K.
Item
9.01. Financial Statements and Exhibits
(a)
Financials
statements of emergeIT Inc.
The
following audited financial statements of emergeIT are attached as
Exhibit 99.1
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Balance Sheets as
of December 31, 2015 and March 31, 2015
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Income Statement
for the nine months ended December 31, 2015 and the year ended
March 31, 2015
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Statements of Cash
Flows for the nine months ended December 31, 2015 and the year
ended March 31, 2015
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Statements of
Shareholders’ Deficiency for the nine months ended December
31, 2015 and the year ended March 31, 2015
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Notes to the
Financial Statements
The
following unaudited financial statements of emergeIT are attached
as Exhibit 99.2
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Balance Sheets as
of September 30, 2016 and December 31, 2015
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Income Statements
for the nine months ended September 30, 2016 and September 30,
2015
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Statements of Cash
Flows for the nine months ended September 30, 2016 and September
30, 2015
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Notes to the
Unaudited Financial Statements
(b)
Pro Forma Financial
Information
The
following unaudited pro forma financial information is attached as
Exhibit 99.3
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Unaudited Pro Forma
Condensed Combined Balance Sheets as of September 30,
2016
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Unaudited Pro Forma
Condensed Combined Statement of Operations for the nine months
ended September 30, 2016 and the year ended December 31,
2015
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Notes to Unaudited
Pro Forma Condensed Combined Financial Statements
(d)
Exhibits
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10.1
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Amalgamation
Agreement dated September 1, 2016 by and among PAID, Inc.,
emergeIT, Inc., 2534845 Ontario Inc. and 2534841 Ontario Inc.
*
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99.1
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Audited Financial
Statements listed in Item 9.01(a)
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99.2
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Unaudited Interim
Financial Statements listen in Item 9.01(a)
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99.3
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Unaudited Pro Forma
Financial Information listed in Item 9.01(b)
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*Previously
filed on a Current Report on Form 8-K filed with the SEC on
September 1, 2016
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 hereunto duly authorized.
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PAID, INC.
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Date: March 17, 2017
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By:
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/s/ Allan Pratt
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Allan Pratt, CEO
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By:
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/s/ W. Austin Lewis, IV
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W. Austin Lewis, IV, CFO
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EXHIBIT INDEX
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Exhibit
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Description
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10.1
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Amalgamation
Agreement dated September 1, 2016 by and among PAID, Inc.,
emergeIT, Inc., 2534845 Ontario Inc. and 2534841 Ontario Inc.
*
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99.1
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Audited Financial
Statements listed in Item 9.01(a)
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99.2
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Unaudited Interim
Financial Statements listen in Item 9.01(a)
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99.3
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Unaudited Pro Forma
Financial Information listed in Item 9.01(b)
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*Previously
filed on a Current Report on Form 8-K filed with the SEC on
September 1, 2016.