UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 5, 2022
ALTA EQUIPMENT GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 001-38864 |
| 83-2583782 |
(State or other jurisdiction |
| (Commission |
| (IRS Employer |
13211 Merriman Road
Livonia, Michigan 48150
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (248) 449-6700
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
Common stock, $0.0001 par value per share |
| ALTG |
| The New York Stock Exchange |
Depositary Shares representing a 1/1000th fractional interest in a share of 10% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value per share |
| ALTG PRA |
| The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events. *
On December 31, 2021, Alta Equipment Group Inc. (“Alta” or the “Company”) closed its acquisition of Ginop Sales, Inc (“Ginop”), which was structured as a stock sale. Ginop is a privately held equipment distributor with three locations in Northern Michigan. The acquisition was completed pursuant to the agreement announced on December 16, 2021. The purchase price for the acquisition was $29.3 million, all of which was paid in cash at closing, plus potential future earn-out payments of $1.5 million which are subject to certain future financial targets. Alta acquired $0.5 million of cash and $0.3 million of estimated excess working capital in the transaction, yielding an enterprise value of approximately $28.5 million. The purchase price is subject to certain post-close adjustments. Ginop generated approximately $65.0 million in revenue and had adjusted EBIT of approximately $6.5 million in the trailing twelve months through August 2021.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
Exhibit No. |
| Description |
|
|
|
Ex-104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* | The information furnished under Item 8.01 of this Current Report on Form 8-K is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information included in Item 8.01. |
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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.
| ALTA EQUIPMENT GROUP INC. | ||
|
| ||
Dated: January 5, 2022 | By: |
| /s/ Ryan Greenawalt |
|
|
| Name: Ryan Greenawalt |
|
|
| Title: Chief Executive Officer |
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