SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 29, 2012
(Exact Name of Registrant as Specified in Its Charter)
Registrant’s telephone number, including area code: (866) 960-1539
(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):
As previously reported by GlyEco, Inc., a Nevada corporation (the “Company”), on a Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission (the “Commission”) on October 9, 2012, and subsequently amended on November 1, 2012, GlyEco Acquisition Corp. #6, an Arizona corporation and wholly-owned subsidiary of the Company (the “Acquisition Sub”), acquired the business and all of the glycol-related assets of Antifreeze Recycling, Inc., a South Dakota corporation (“ARI”), effective October 29, 2012, pursuant to that certain Asset Purchase Agreement, dated October 3, 2012, as amended (the “Agreement”), by and among Acquisition Sub, ARI, and Robert J. Kolhoff , the selling principal of ARI (the “Selling Principal”).
The contents of the Form 8-K previously filed by the Company with the Commission on October 9, 2012, and the Form 8-K/A filed by the Company with the Commission on November 1, 2012, are incorporated herein by reference.
The Company is filing this Form 8-K/A to file as Exhibits 99.1, 99.2 and 99.3 thereto, the required financial statements of ARI and pro forma financial information of the Company required by Item 9.01(a) and (b) of Form 8-K and Regulation S-X promulgated by the Commission.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The audited financial statements of ARI, including the audited balance sheets of ARI at December 31, 2011 and the audited statements of operations, stockholders equity and cash flows for ARI for the one year ended December 31, 2011, the notes related thereto, and the report as of January 7, 2013 by an independent registered public accounting firm, are filed as Exhibit 99.1 to this Current Report on Form 8-K/A and incorporated herein by this reference.
The unaudited interim financial statements of ARI, including the unaudited balance sheet of ARI at September 30, 2012 and the unaudited statements of operations, stockholders equity and cash flows for ARI for the period ended September 30, 2012 and the notes related thereto, and the report as of January 10, 2013 by an independent registered public accounting firm, are filed as Exhibit 99.2 to this Current Report on Form 8-K/A and incorporated herein by this reference.
(b) Pro Forma Financial Information.
The unaudited pro forma combined financial information as of September 30, 2012, including a pro forma balance sheet at September 30, 2012 and pro forma statements of operations for the period ended September 30, 2012, giving effect to the acquisition of ARI's assets, is filed as Exhibit 99.3 to this Current Report on Form 8-K/A and incorporated herein by this reference.
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 thereunto duly authorized.