Amended Current Report Filing (8-k/a)
10 March 2022 - 8:31AM
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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):
December 23, 2021
BITNILE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-12711 |
|
94-1721931 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
1141
Southern Highlands Parkway, Suite 240,
Las Vegas, NV
89141
(Address of principal executive offices)
(Zip Code)
(949) 444-5464
(Registrant's telephone number, including area
code)
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:
¨ 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:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange on which registered |
Common Stock, $0.001 par value |
|
NILE |
|
NYSE American |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
This Current Report
on Form 8-K/A (this “Amendment No. 1”) amends the Current Report on Form 8-K (the “Original Form 8-K”) filed
by BitNile Holdings, Inc. (the “Company”) dated December 23, 2021 and filed with the Securities and Exchange Commission
on December 23, 2021.
This Amendment No. 1 is solely for the purpose of providing the financial statements and information required
by Item 9.01(a) of Form 8-K and the pro forma financial information required by Item 9.01(b) of Form 8-K in connection with the
Company’s previously reported acquisition of four hotel properties (the “Madison Hotel Group”), as follows:
Acquiring
Entity |
Property |
|
|
1801 Deming, LLC |
133-room Hilton Garden Inn
1801 Deming Street, Middleton, WI 53562 |
2226 Deming, LLC |
136-room Courtyard by Marriott
2266 Deming Street, Middleton, WI 53562 |
8400 Market, LLC |
122-room Residence Inn by Marriott
8400 Market Street, Middleton, WI 53562 |
7605 Walton, LLC |
135-room Hilton Garden Inn
7605 Walton Street, Rockford, IL 61108 |
Items included in the
Original Form 8-K, including exhibits, that are not included herein are not amended and remain in effect as of the date of filing of
the Original Form 8-K.
Item 2.01 |
Completion of Acquisition or
Disposition of Assets |
This Amendment No. 1
on Form 8-K/A amends and supplements the Original Form 8-K to include the historical audited and unaudited financial statements of the
Madison Hotel Group and the pro forma combined financial information required by Item 9.01 of Form 8-K that were not included in the
Original Form 8-K in reliance on the instructions to such item. All disclosure under Item 2.01 in the Original Form 8-K is hereby incorporated
by reference into this Item 2.01. Except as set forth herein, no modifications have been made to information contained in the Original
Form 8-K, and the Company has not updated any information contained therein to reflect events that have occurred since the date of the
Original Form 8-K.
Item 9.01 Exhibits
and Financial Statements.
|
(a) |
Financial statements of business acquired |
The audited combined financial statements of
the Madison Hotel Group for the years ended December 31, 2020 and 2019, with the accompanying notes, are attached hereto as Exhibit
99.1.
The unaudited combined financial statements of
the Madison Hotel Group for the nine months ended September 30, 2021 and 2020, with the accompanying notes, are attached hereto as Exhibit
99.2.
|
(b) |
Pro forma financial information |
The unaudited pro forma condensed combined financial
information of the Company and the Madison Hotel Group as of and for the nine months ended September 30, 2021 and for the year ended
December 31, 2020, with the accompanying notes, are attached hereto as Exhibit 99.3.
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.
Dated: March 9, 2022 |
BITNILE HOLDINGS, INC. |
|
|
|
|
|
/s/
Kenneth S. Cragun |
|
|
Kenneth S.
Cragun |
|
Chief Financial
Officer |
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