Form 8-K Flashcards

1
Q

Within how many days are Form 8-K reports due to the SEC?

A

Within four business days after occurrence of the event

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2
Q

True or false.

Entry into a material definitive agreement is required to be disclosed on Form 8-K.

A

True

Item 1.01 requires a company to disclose material definitive agreements entered into that are not made in the ordinary course of business. It also requires a company to disclose a material amendment to an agreement. A material amendment to an agreement must be disclosed even if the company did not disclose the original agreement.

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3
Q

True or false.

Bankruptcy or receivership is required to be disclosed on Form 8-K.

A

True

If a receiver or similar agent has been appointed for the registrant in a bankruptcy proceeding, disclosure is required concerning the proceeding, the receiver, the court involved, and certain other matters. This item also requires disclosure of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority.

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4
Q

True or false.

Completion of an acquisition or disposition of assets is required to be disclosed on Form 8-K.

A

Item 2.01 requires disclosures when a company has completed any acquisition or disposition of a significant amount of assets other than in the ordinary course of business. Disclosures would include the transaction date, a description of the assets, the nature and amount of consideration given or received for the assets, the parties involved and any relationships between them, and, where a material relationship exists between the parties to the agreement, the sources of funds used.

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5
Q

A shell company that files Form 8-K to disclose an acquisition that resulted in its ceasing to be a shell company must file the Form 8-K together with what?

A

Financial statements and pro forma financials within 4 business days of acquisition

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