UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
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): July 2, 2012
Smart Balance, Inc.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE (State of incorporation) | 001-33595 (Commission File Number) | 20-2949397 (I.R.S. Employer Identification Number) |
115 West Century Road, Suite 260
Paramus, New Jersey 07652
(Address of principal executive
offices, including zip code)
(201) 568-9300
(Registrant’s telephone number,
including area code)
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:
| 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)) |
Item 2.01 Completion of Acquisition or Disposition of Assets.
On July 2, 2012, Smart Balance, Inc. (the “Registrant”), filed a Current Report on Form 8-K (the “Original Form 8-K”) to report the completion of the acquisition of Udi’s Healthy Foods, LLC.
This amendment to the Original Form 8-K is being filed to provide financial statements and pro forma financial statements required by Item 9.01 of Form 8-K.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial Statements of Businesses Acquired. |
The audited consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the year ended December 31, 2011, the notes related thereto and the related independent auditors’ report of Katz, Sapper & Miller, LLP, are filed as Exhibit 99.1 to this report and incorporated herein by reference.
The unaudited condensed consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the six months ended June 30, 2012 and 2011 and the notes related thereto, are filed as Exhibit 99.1 to this report and incorporated herein by reference.
| (b) | Pro Forma Financial Information. |
The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2011, unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2012, unaudited pro forma condensed combined balance sheet as of June 30, 2012 and the notes related thereto, are filed as Exhibit 99.2 to this report and incorporated herein by reference.
| (d) | Exhibits |
| 23.1 | Consent of Katz, Sapper & Miller, LLP. | |
| 99.1 | Audited consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the year ended December 31, 2011, the notes related thereto and the related independent auditors’ report of Katz, Sapper & Miller, LLP.
| |
Unaudited consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the six months ended June 30, 2012 and 2011, and the notes related thereto.
| ||
| 99.2 | Unaudited pro forma condensed combined statement of operations for the year ended December 31, 2011, unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2012, unaudited pro forma condensed combined balance sheet as of June 30, 2012 and the notes related thereto. |
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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.
| SMART BALANCE, INC. | ||
| (Registrant) | ||
| Date: September 10, 2012 | By: | /s/ Christine Sacco |
| Name: | Christine Sacco | |
| Title: | Chief Financial Officer, Treasurer | |
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EXHIBIT INDEX
| Exhibit | ||
| Number | Description | |
| 23.1 | Consent of Katz, Sapper & Miller, LLP. | |
| 99.1 | Audited consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the year ended December 31, 2011, the notes related thereto and the related independent auditors’ report of Katz, Sapper & Miller, LLP.
| |
Unaudited consolidated financial statements of Udi’s Healthy Foods, LLC, as of and for the six months ended June 30, 2012 and 2011, and the notes related thereto.
| ||
| 99.2 | Unaudited pro forma condensed combined statement of operations for the year ended December 31, 2011, unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2012, unaudited pro forma condensed combined balance sheet as of June 30, 2012 and the notes related thereto. |
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