UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 21, 2013

EveryWare Global, Inc.

(Exact name of registrant as specified in its charter)

519 N. Pierce Avenue

Lancaster, Ohio 43130

(Address of Principal executive offices, including Zip Code)

(740) 687-2500

(Registrant’s telephone number, including area code)

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:

Introductory Note

On May 21, 2013 (the “Closing Date”), the registrant consummated the previously announced business combination (the “Business Combination”) among ROI Acquisition Corp. (“ROI”) and EveryWare Global, Inc. (“Former EveryWare”) pursuant to the Business Combination Agreement and Plan of Merger (the “Merger Agreement”), dated as of January 31, 2013, by and among ROI, ROI Merger Sub Corp. (“Merger Sub Corp.”), ROI Merger Sub LLC (“Merger Sub LLC”), and Former EveryWare, providing for the merger of Merger Sub Corp. with and into Former EveryWare, with Former EveryWare surviving the merger as a wholly-owned subsidiary of the Company, immediately followed by the merger of Former EveryWare with and into Merger Sub LLC, with Merger Sub LLC surviving the merger as a wholly-owned subsidiary of the Company.

In connection with the closing of the Business Combination, the registrant changed its name from ROI Acquisition Corp. to EveryWare Global, Inc., and Merger Sub LLC, which survived the merger with Former EveryWare, changed its name to EveryWare, LLC. Unless the context otherwise requires, “we,” “us,” “our,” “EveryWare” and the “Company” refer to the combined company and its subsidiaries, “ROI” refers to the registrant prior to the closing and “Former EveryWare” or “EveryWare before the Business Combination” refers to the former EveryWare Global, Inc. before it became a wholly owned subsidiary of the Company upon the closing.

On May 28, 2013, the Company filed a Current Report on Form 8-K (the “Original Form 8-K”) to report the closing of the Business Combination and related matters under Items 1.01, 1.02, 2.01, 2.02, 2.03, 5.01, 5.02, 5.06 and 9.01 of Form 8-K. Due to the large number of events to be reported under the specified items of Form 8-K, this Form 8-K/A is being filed to amend the Original Form 8-K to include additional matters related to the closing of the Business Combination under Items 3.01, 3.02, 3.03, 5.02, 5.03, 5.07 and 8.01 of Form 8-K.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On May 22, 2013, the Company notified NASDAQ that it intends to voluntarily delist its outstanding warrants, which currently trade on NASDAQ under the symbol “EVRYW,” in order to have the warrants quoted on the OTC market. The Company expects the warrants to cease trading on NASDAQ and be quoted on the OTC market beginning on or about June 3, 2013 under the symbol “EVRYW.”

On May 21, 2013, in connection with the closing of the Business Combination, all of the units of the Company separated into their component parts of one share of common stock and one warrant to purchase one share of common stock of the Company, and the units ceased trading on NASDAQ.

Item 3.02. Unregistered Sales of Equity Securities.

On May 21, 2013, the Company issued 15,690,000 shares of common stock to the Former EveryWare stockholders as part of the consideration for the Business Combination pursuant to the Merger Agreement. The issuance of common stock of the Company pursuant to the Merger Agreement was made in reliance upon an exemption from registration under the Securities Act, by reason of Section 4(a)(2) thereof.

Item 3.03. Material Modification to Rights of Security Holders.

On May 21, 2013, the Company filed a Third Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware. The material terms of the Restated Certificate and the general effect upon the rights of holders of the Company’s capital stock are included in the Proxy Statement/Prospectus under the section entitled “Proposal No. 2—Approval of the Third Amended and Restated Certificate of Incorporation” beginning on page 126, which is incorporated by reference herein.

A copy of the Restated Certificate was filed as Exhibit 3.1 to the Original Form 8-K and is incorporated herein by reference.

The information set forth below under “Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year” is incorporated in this Item 3.03 by reference.

The information set forth under “Item 1.01. Entry into a Material Definitive Agreement— Amendment to Warrant Agreement” in the Original Form 8-K is incorporated in this Item 3.03 by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The disclosure set forth under “Item 2.01. Completion of Acquisition or Disposition of Assets—Directors and Executive Officers” and “Item 2.01. Completion of Acquisition or Disposition of Assets—Executive Compensation” in the Original Form 8-K is incorporated in this Item 5.02 by reference.

In connection with the departure of Andrew Church, the Company’s former Executive Vice President and Chief Financial Officer, on December 11, 2012, the Company and Mr. Church have entered into a Confidential Separation Agreement and General Release dated May 23, 2013 (the “Separation Agreement”). Under the terms of the Separation Agreement, Mr. Church is entitled to certain payments for severance and health benefits totaling $221,982. The Company and Mr. Church executed a mutual release of claims. In addition, Mr. Church agreed to a non-competition obligation expiring six months from the date of Mr. Church’s termination with the Company.

A copy of the Separation Agreement was filed as Exhibit 10.40 to the Original Form 8-K and is incorporated herein by reference, and the foregoing description of the Amended and Restated Bylaws is qualified in its entirety by reference thereto.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

The information set forth above under “Item 3.03. Material Modification to Rights of Security Holders” is incorporated in this Item 5.03 by reference.

On May 21, 2013, the Company’s bylaws were amended and restated (the “Amended and Restated Bylaws”) pursuant to the terms of the Merger Agreement. The Amended and Restated Bylaws make certain changes to the prior bylaws. These changes, among other things:

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A copy of the Amended and Restated Bylaws was filed as Exhibit 3.2 to the Original Form 8-K and is incorporated herein by reference, and the foregoing description of the Amended and Restated Bylaws is qualified in its entirety by reference thereto.

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 21, 2013, ROI held a special meeting in lieu of the 2013 annual meeting of the stockholders (the “special meeting of stockholders”) of ROI to (i) consider and vote upon a proposal to approve and adopt the Merger Agreement and the transactions contemplated thereby, (ii) consider and vote on a proposal to approve the Third Amended and Restated Certificate of Incorporation, (iii) consider and vote upon a proposal to elect three nominees to the board of directors, (iv) consider and vote upon a proposal to approve and adopt the EveryWare Global, Inc. 2013 Omnibus Incentive Plan, and (v) consider and vote upon a proposal to adjourn the special meeting of stockholders, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Stockholder Special Meeting, there are not sufficient votes to approve one or more proposals presented to stockholders for vote (the “Adjournment Proposal”).

On May 21, 2013, ROI also held a special meeting of public warrantholders of ROI to (i) consider and vote upon an amendment to the warrant agreement that governs all of the ROI warrants (the “Warrant Amendment”), and (ii) consider and vote upon a proposal to adjourn the special meeting of public warrantholders, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meeting of public warrantholders, there are not sufficient votes to approve the Warrant Amendment (the “Warrantholders Adjournment Proposal”).

There were 9,385,000 shares of ROI’s common stock issued and outstanding on the record date for the special meeting of stockholders. At the special meeting of stockholders there were 7,016,445 shares voted by proxy or in person. The results for each matter voted on were as follows:

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There were 7,500,000 public warrants of ROI outstanding and eligible to vote at the special meeting of warrantholders. At the special meeting of warrantholders the holders of 6,269,284 public warrants voted by proxy or in person. The results for each matter voted on were as follows:

Item 8.01. Other Events.

On May 21, 2013, the Company issued a press release announcing the closing of the Business Combination. A copy of the press release was furnished as Exhibit 99.1 to the Original Form 8-K and is incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

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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.

Date: May 28, 2013

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