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): February 9, 2016
Endurance International Group Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
| | | | |
| Delaware | | 001- 36131 | | 46-3044956 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
10 Corporate Drive, Suite 300 Burlington, MA | | 01803 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (781) 852-3200
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)) |
Introductory Note
On February 10, 2016, Endurance International Group Holdings, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial Form 8-K”) reporting that on February 9, 2016, the Company completed its acquisition of Constant Contact, Inc. (“Constant Contact”). This Form 8-K/A amends the Initial Form 8-K to include the historical audited financial statements of Constant Contact and the unaudited pro forma condensed combined financial information required by Items 9.01(a) and 9.01(b) of Form 8-K that were excluded from the Initial Form 8-K in reliance on the instructions to such items.
| Item 9.01. | Financial Statements and Exhibits |
(a)Financial Statements of Businesses Acquired
The audited consolidated financial statements of Constant Contact at December 31, 2015 and 2014 and for the three years in the period ended December 31, 2015 are attached herewith as Exhibit 99.1.
(b)Pro Forma Financial Information
The unaudited pro forma condensed combined financial information of the Company and Constant Contact as of and for the year ended December 31, 2015 are attached herewith as Exhibit 99.2.
(c)Exhibits
| | |
Exhibit No. | | Description of Exhibit |
| |
| 23.1 | | Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm of Constant Contact. |
| |
| 99.1 | | Audited Consolidated Financial Statements of Constant Contact at December 31, 2015 and 2014 and for the three years in the period ended December 31, 2015. |
| |
| 99.2 | | Unaudited pro forma condensed combined financial information of the Company and Constant Contact as of and for the year ended December 31, 2015. |
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.
| | | | | | |
| | | | Endurance International Group Holdings, Inc. |
| | | |
| Date: March 31, 2016 | | | | | | |
| | | |
| | | | By: | | /s/ Marc Montagner |
| | | | Name: | | Marc Montagner |
| | | | Title: | | Chief Financial Officer |
EXHIBIT INDEX
| | |
Exhibit No. | | Description of Exhibit |
| |
| 23.1 | | Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm of Constant Contact |
| |
| 99.1 | | Audited Consolidated Financial Statements of Constant Contact at December 31, 2015 and 2014 and for the three years in the period ended December 31, 2015 |
| |
| 99.2 | | Unaudited pro forma condensed combined financial information of the Company and Constant Contact as of and for the year ended December 31, 2015 |
