Attached files
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EX-99.2 - EX-99.2 - AgFeed Industries, Inc. | v204104_ex99-2.htm |
EX-99.1 - EX-99.1 - AgFeed Industries, Inc. | v204104_ex99-1.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
September 13,
2010
Date of
Report (Date of earliest event reported)
AgFeed
Industries, Inc.
(Exact
name of registrant as specified in its charter)
Nevada
|
001-33674
|
20-2597168
|
||
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Ident.
No.)
|
Suite A1001-1002,
Tower 16, Hengmao Int’l Center
Nanchang
City, Jiangxi Province, China
|
330003
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
86-791-6669093
Registrant’s
telephone number, including area code
|
N/A
|
(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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4 (c))
Explanatory
Note
On
September 13, 2010, AgFeed Industries, Inc. (the “Company”), pursuant
to a Membership Purchase Agreement, dated as of September 13, 2010, by and
between the Company and AF Sellco, LLC (“Seller”), completed
its acquisition of all of the outstanding equity interests of
M2 P2, LLC (“M2P2”). On
September 17, 2010, the Company filed a Current Report on Form 8-K
stating that it had completed the acquisition and that the financial statements
and pro forma financial information required under Item 9.01 would be filed
within 71 days after the date on which the Current Report on Form 8-K
was required to be filed. This amended Current Report on
Form 8-K/A contains the required financial statements and pro forma
financial information.
Item 9.01 Financial
Statements and Exhibits.
(a) Financial
Statements of Business Acquired.
M2P2's
audited consolidated financial statements for the three fiscal years ended
December 31, 2009 and
unaudited interim financial statements for the period ended June 30,
2010 are attached hereto as Exhibit 99.1.
(b) Pro
Forma Financial Information.
The
unaudited pro forma financial information for the Company, after giving effect
to the acquisition of M2P2 and adjustments described in such pro forma financial
information, are attached hereto as Exhibit 99.2.
(d) Exhibits.
99.1
|
M2
P2, LLC's audited financial statements, including the report of
McGladrey & Pullen, LLP, for the three fiscal years
ended December 31, 2009 and unaudited interim financial statements
for the period ended June 30, 2010.
|
99.2
|
Unaudited
pro forma financial information for AgFeed Industries, Inc., after
giving effect to the acquisition of M2 P2, LLC and adjustments
described in such pro forma financial
information.
|
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.
AGFEED
INDUSTRIES, INC.
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Dated: November 29,
2010
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By:
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/s/ Gerard Daignault
|
|
Gerard
Daignault
|
||
Chief
Operating Officer
|
EXHIBIT
INDEX
Exhibit Number
|
Description
|
|
99.1
|
M2
P2, LLC's audited financial statements, including the report of
McGladrey & Pullen, LLP, for the three fiscal years
ended December 31, 2009 and unaudited interim financial statements
for the period ended June 30, 2010.
|
|
99.2
|
Unaudited
pro forma financial information for AgFeed Industries, Inc., after
giving effect to the acquisition of M2 P2, LLC and adjustments
described in such pro forma financial
information
|