8-K/AThe WireRoutine
Company Update
Filed Nov 18, 2015 · 10y ago · Accession 0001193125-15-379909
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): September 3, 2015
CECO Environmental Corp.
(Exact Name of registrant as specified in its charter)
Delaware
000-7099
13-2566064
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
4625 Red Bank Road,
Cincinnati, OH
45227
(Address of principal executive offices)
(Zip Code)
Registrants telephone number, including area code: 513-458-2600
Not applicable
(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:
¨
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
CECO Environmental Corp. (the Company) filed a current report on Form 8-K on September 3, 2015 (the Original 8-K) to report,
among other things, the completion of its acquisition of PMFG, Inc. (PMFG). This Current Report on Form 8-K/A amends and restates in its entirety Item 9.01 of the Original Form 8-K to include the required financial statements and to
present certain unaudited pro forma financial information in connection with the acquisition, which are filed as exhibits 99.1 hereto. The information previously reported in the Original 8-K is not hereby amended and is hereby incorporated by
reference into this Form 8-K/A.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired .
The
audited consolidated financial statements of PMFG as of and for the years ended June 27, 2015 and June 28, 2014 contained in pages 41 through 71 of PMFGs Annual Report on Form 10-K for the year ended June 27, 2015 (SEC File
No. 1-34156).
(b) Pro forma financial information .
The unaudited pro forma condensed combined financial information relating to the Companys acquisition of PMFG is filed as Exhibit 99.1 to this Current
Report on Form 8-K/A and is incorporated herein by reference.
(d) Exhibits .
Exhibit No.
Description
23.1
Consent of Grant Thornton LLP, Independent Registered Public Accounting Firm.
99.1
Unaudited Pro Forma Condensed Combined 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.
Date: November 17, 2015
CECO Environmental Corp.
By:
/s/ Edward J. Prajzner
Edward J. Prajzner
Chief Financial Officer and Secretary
EXHIBIT INDEX
Exhibit No.
Description
23.1
Consent of Grant Thornton LLP, Independent Registered Public Accounting Firm.
99.1
Unaudited Pro Forma Condensed Combined Financial Information.
Filing details
- Company
- CECO ENVIRONMENTAL CORP
- Ticker
- CECO
- CIK
- 3197
- Form type
- 8-K/A
- Filing date
- Nov 18, 2015
- Report date
- Sep 3, 2015
- Document
- d90368d8ka.htm
- Size
- 160 KB