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): January 23, 2008
Argyle Security, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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000-51639 |
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20-3101079 |
(State or other jurisdiction of incorporation) |
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(Commission File No.) |
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(I.R.S. Employer Identification No.) |
200 Concord Plaza
Suite 700
San Antonio, Texas 78216
(Address of principal executive offices)
Registrants telephone number, including area code:
(210) 828-1700
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):
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))
EXPLANATORY NOTE
On February 6, 2008, Argyle Security, Inc. filed a current report on Form 8-K to report on its acquisition of 100% of the outstanding units of Com-Tec Security, LLC (Com-Tec). This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by Argyle Security, Inc. (Argyle or the Company) dated February 6, 2008 (the Initial Form 8-K) by amending and restating Item 9.01. No other Item of the Initial Form 8-K is hereby amended. This amendment provides the historical financial statements within the time periods required under Item 9.01(a) and the pro forma financial information required under Item 9.01(b), which financial statements and information were not previously filed.
Item 9.01 |
Financial Statements and Exhibits. |
(a) |
Audited Consolidated Financial Statements of Com-Tec Security, LLC and its Affiliates (Exhibit 99.3). |
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheet as of December 31, 2007
Consolidated Statement of Operations for the year ended December 31, 2007
Consolidated Statement of Changes in Members Equity for the year ended December 31, 2007
Consolidated Statement of Cash Flows for the year ended December 31, 2007
Notes to Consolidated Financial Statements for year ended December 31, 2007
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheet as of December 31, 2006
Consolidated Statement of Operations for the year ended December 31, 2006
Consolidated Statement of Changes in Members Equity for the year ended December 31, 2006
Consolidated Statement of Cash Flows for the year ended December 31, 2006
Notes to Consolidated Financial Statements for year ended December 31, 2006
(b) |
Unaudited Pro Forma Condensed Combined Financial Statements (Exhibit 99.4). |
Unaudited Pro Forma Condensed Combined Balance Sheet as of December 31, 2007
Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 20007
Notes to Unaudited Pro Forma Condensed Combined Financial Statements
(d) |
Exhibits. |
A list of exhibits filed herewith or incorporated by reference herein is contained on the Exhibit Index immediately preceding such exhibits and is incorporated herein by reference.
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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.
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Argyle
Security, Inc., |
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Dated: April 17, 2008 |
By: |
/s/ Donald F. Neville |
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Donald F. Neville |
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ARGYLE SECURITY, INC.
INDEX TO EXHIBITS
Exhibit No. |
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Description |
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10.1* |
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Unit Purchase Agreement by and between ISI Controls, Ltd., the holders of units in Com-Tec and Jeffrey E. Corcoran, as the Seller |
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10.2* |
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Subordinated Promissory Note by ISI Controls, Ltd. in favor of Jeffrey E. Corcoran and Janell D. Corcoran |
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10.3* |
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Amended and Restated Loan and Security Agreement by and between ISI Security Group, Inc. and LaSalle Bank National Association |
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10.4* |
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Amended and Restated Revolving Note |
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10.5* |
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Term Note |
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10.6* |
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Amended and Restated Security Agreement |
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10.7* |
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Amended and Restated Pledge Agreement |
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10.8* |
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Amended and Restated Continuing Unconditional Guaranty |
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23.1 |
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Consent of Glifton Gunderson LLP |
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99.1* |
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Press release of Argyle Security, Inc. dated February 5, 2008 |
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99.2* |
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Press release of Argyle Security, Inc. dated January 29, 2008 |
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99.3 |
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Audited Consolidated Financial Statements of Com-Tec Security, LLC and its Affiliates |
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99.4 |
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Unaudited Pro Forma Condensed Combined Financial Statements |
* Previously filed.
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