Amended Current Report Filing (8-k/a)
20 Dicembre 2021 - 10:02PM
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2021-10-04
2021-10-04
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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) October 4, 2021
PRECISION OPTICS
CORPORATION, INC.
(Exact name of registrant as specified in its charter)
Massachusetts
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001-10647
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04-2795294
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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22 East Broadway, Gardner, Massachusetts
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01440
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(Address of principal executive offices)
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(Zip Code)
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(978) 630-1800
(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 (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))
Securities registered pursuant to
Section 12(b) of the Act: None
Securities registered pursuant to
Section 12(g) of the Act:
Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Common stock, $0.01 par value
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PEYE
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OTCQB
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2). 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. ☐
Explanatory Note
As previously reported
under items 1.01, 2.01, and 3.02 in our Current Report on Form 8-K, filed on October 8, 2021, we entered into an asset purchase agreement
to purchase substantially all of the assets of Lighthouse Imaging, LLC.
This Current Report on
Form 8-K/A amends the previously filed Current Report on Form 8-K by adding the financial information required by items 9.01(a) and 9.02(b)
as permitted by item 9.01(a)(4) and 9.01(b)(2), respectively.
This report contains
forward-looking statements. Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs,
expectations, strategies, predictions or any other statements related to our future activities or future events or conditions. These statements
are based on current expectations, estimates and projections about our business based, in part, on assumptions made by our management.
These statements are not guarantees of future performances and involve risks, uncertainties and assumptions that are difficult to predict.
Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due
to numerous factors, including those risks discussed in our Annual Report on Form 10-K and in other documents that we file from time
to time with the SEC. Any forward-looking statements speak only as of the date on which they are made, and we do not undertake any
obligation to update any forward-looking statement to reflect events or circumstances after the date of this report, except as required
by law.
Item 9.01.
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Financial Statements and Exhibits.
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(a) Financial Statements of Business Acquired.
The audited financial
statements of Lighthouse Imaging, LLC as of and for the years ended December 31, 2020 and December 31, 2019, are attached as Exhibit 99.1
to this Current Report on Form 8-K/A.
The unaudited interim
financial statements of Lighthouse Imaging, LLC as of September 30, 2021 and for the nine months then ended are attached as Exhibit 99.
2 to this Current Report on Form 8-K/A.
(b) Pro Forma Financial Information.
The unaudited pro forma
condensed consolidated financial information of Precision Optics Corporation, Inc. as of June 30, 2021 for the year ended June 30, 2021
and for the three-month period ended September 30, 2021 reflecting the acquisition of Lighthouse Imaging, LLC are attached as Exhibit
99.3 to this Current Report on Form 8-K/A.
(d) Exhibits.
23.1
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Consent of Independent Registered Public Accounting Firm dated December 20, 2021.
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99.1
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Audited financial statements of Lighthouse Imaging, LLC for the years December 31, 2020 and December 31, 2019.
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99.2
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Unaudited interim financial statements of Lighthouse Imaging, LLC as of September 30, 2021 and for the nine months ended September 30, 2021.
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99.3
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Unaudited pro forma condensed consolidated financial information of Precision Optics Corporation, Inc. as of June 30, 2021 for the year ended June 30, 2021 and for the three-month period ended September 20, 2021.
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104
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The
cover page from this Current Report on Form 8-K, formatted in Inline XBRL
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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.
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Precision Optics Corporation, Inc.
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(Registrant)
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Date: December 20, 2021
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By:
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/s/ Joseph N. Forkey
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Name: Joseph N. Forkey
Title: Chief Executive Officer
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Grafico Azioni Precision Optics (QB) (USOTC:PEYE)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Precision Optics (QB) (USOTC:PEYE)
Storico
Da Giu 2023 a Giu 2024