Attached files
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| EX-99.3 - NewAge, Inc. | ex99_3.htm |
| EX-99.2 - NewAge, Inc. | ex99_2.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): June 30, 2016
New Age Beverages Corporation
(Exact name of registrant as specified in its charter)
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Washington
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333-193725
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27-2432263
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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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1700 East 68th Avenue, Denver, Colorado 80229
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 289-8655
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 (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))
EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A (this "Amendment") is being filed to provide the required financial statements and pro forma financial information required by Item 9.01 (a) and (b) of Form 8-K (the "Financial Information") with respect to New Age Beverages Corporation's (the "Company") acquisition of Xing Group ("Xing") which occurred on June 30, 2016, as disclosed on the Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2016 (the "Original 8-K"). Pursuant to Item 9.01 (a)(4) and (b)(2), the Company was allowed to file the Financial Information by amendment no later than 75 calendar days after the date that the Original 8-K must be filed.
Unless otherwise disclosed herein, the disclosures contained herein have not been updated to reflect events, results or developments that have occurred after the filing of the Original 8-K, or to modify or update those disclosures affected by subsequent events unless otherwise indicated in this Amendment. This Amendment should be read in conjunction with the Original 8-K and the Company's filings made with the Commission subsequent to the Original 8-K, including any amendments to those filings.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements
Financial statements of Xing for the years ended December 31, 2015 and 2014, as required by Item 9.01(a) of Form 8-K are included with this filing as Exhibit 99.2.
(b) Pro Forma Financial Information
The pro forma financial information required by Item 9.01(b) are being included with this filing as Exhibit 99.3.
(d) Exhibits
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Exhibit No.
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Description
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99.1
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Press Release dated June 30, 2016 regarding the acquisition of Xing Group. (1)
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99.2
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Audited financial statements of Xing Group for the years ended December 31, 2015 and 2014.
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99.3
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Pro forma financial information.
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(1)
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Filed as an exhibit on Current Report to Form 8-K with the SEC on June 30, 2016.
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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.
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Date: September 13, 2016
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NEW AGE BEVERAGES CORPORATION
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By:
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/s/ Brent Willis
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Name: Brent Willis
Title: Chief Executive Officer
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