Quote:If an acquisition is determined to be significant, a public
U.S. buyer will file a Form 8-K with the SEC within 4
business days of the acquisition date to disclose that the
acquisition has taken place. The buyer then has 71 calendar
days to file a Form 8-K/A (which amends Form 8-K)
accompanied by the historical audited financial statements
of the acquired business and pro forma financial
statements. A summary of the Form 8-K filing timeline
follows.
SEC Form 8-K filing timeline
The Form 8-K/A will need to include interim financial
statements of the target if the date the initial Form 8-K is
filed is more than nine months after the end of the target’s
most recently completed fiscal year. If a registration
statement is involved, interim financial statements of the
target would be required if the acquisition occurs more
than six months, and the registration statement becomes
effective more than nine months, after the target’s most
recently completed fiscal year. In these cases, the buyer
will prepare interim financial statements that cover at least
the target’s first six months of the year, including
comparative financial statements for the same period in
the prior financial year.
In addition, the Form 8-K/A may require the inclusion of
audited financial statements of the most recently
completed year, unless the initial Form 8-K was filed less
than three months after the target’s year-end. Those
audited financial statements may need to be reconciled to
U.S. GAAP in some circumstances.
This text was taken from a PDF, so I'm not sure how to post the link as I am doing this from my phone. So, I've have posted the Google search link.
https://www.google.com/search?q=Mergers+%26+a...p;ie=UTF-8
Hopefully it works.
So when you click the link it will take to Google where the link should be at the top of the list. The title reads, "Mergers & acquisitions — a snapshot Change the way you think about ... - PwC"
So based on the above quote,...
Day 1 for TALK was 2/2/16 when they closed.
Then they had 4 BUSINESS days to file the 8-k. You do not count day 1 or the day that they file the first 8-k, just the days in between. So that means TALK should have filed the first 8-k on 2/9. TALK 8-k came out on 2/10.
Then you count 71 CALENDAR days from day 5, in which day 5 was 2/9. Because day 1 was the close date on 2/2/16. So 71 calendar days from 2/9, in which is day 5, would place the final 8-k on 4/19.
This makes a grand total of 76 days from day 1, 2/2/16... All the way until 4/19/16, day 76. In which if you go to the link you will see the image showing how there are actually 76 days to file the pro forma financials.
Hope this makes sense.
You must see the timeline image on the PDF in the above link to really understand. So click the link and read the words from the PDF to view the timeline.
Correct me if I'm wrong. I may be off by a day or two.
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Talkspace Inc. (TALK) Stock Research Links
