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): August 15, 2019

 

INPIXON

(Exact name of registrant as specified in its charter)

 

Nevada   001-36404   88-0434915
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

2479 E. Bayshore Road, Suite 195

Palo Alto, CA

  94303
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (408) 702-2167

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 þ

 

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. þ

 

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   INPX   The Nasdaq Capital Market

 

   

 

 

Explanatory Note

 

This Amendment No. 1 to Inpixon’s Current Report on Form 8-K (the “Amended Form 8-K”) amends Inpixon’s original Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 19, 2019, which was filed in connection with Inpixon’s acquisition (the “Transaction”) of Jibestream Inc. (“Jibestream”) pursuant to a Share Purchase Agreement, dated July 9, 2019, as amended. This Amended Form 8-K is filed to provide the: (i) unaudited condensed interim consolidated financial statements of Jibestream, which include the condensed interim consolidated statements of financial position as at June 30, 2019 and December 31, 2018, and the condensed interim consolidated statement of loss and comprehensive loss, changes in deficit, and cash flows for the six months ended June 30, 2019 and June 30, 2018, and the notes related thereto (collectively, the “Interim Unaudited Consolidated Financial Statements”), and (iii) Inpixon and Jibestream’s unaudited pro forma condensed combined financial statements, which include the unaudited pro forma condensed combined balance sheet as of June 30, 2019, the unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2019 and for the year ended December 31, 2018, and the notes related thereto (collectively, the “Unaudited Pro Forma Condensed Combined Financial Statements”).

 

  Item 9.01 Financial Statements and Exhibits.

 

 (a) Financial statements of businesses to be acquired.

 

The Audited Consolidated Financial Statements and the notes related thereto, and the Interim Unaudited Consolidated Financial Statements and the notes related thereto are included as Exhibits 99.1 and 99.2, respectively, to this Amended Form 8-K and incorporated herein by reference.

 

(b) Pro forma financial information.

 

The Unaudited Pro Forma Condensed Combined Financial Statements of Inpixon and Jibestream and the notes related thereto, included as Exhibit 99.3 to this Amended Form 8-K, present the consolidated result of operations of Inpixon and Jibestream, as if the proposed acquisition had occurred on January 1, 2018 in respect of the unaudited pro forma condensed combined statements of operations and on June 30, 2019 in respect of the unaudited pro forma condensed combined balance sheet. The foregoing pro forma financial information is hereby incorporated by reference.

Exhibit No.   Description
     
23.1*   Consent of MNP LLP
     
99.1 (1)   Jibestream’s Audited Consolidated Financial Statements and the notes related thereto.
     
99.2*   Jibestream’s Interim Unaudited Consolidated Financial Statements and the notes related thereto.
     
99.3*   Inpixon and Jibestream’s Unaudited Pro Form Condensed Combined Financial Statements and the notes related thereto.

 

  * Filed herewith.
     
  (1) Incorporated by reference to Exhibit 99.1 to Inpixon’s Current Report on Form 8-K/A filed with the SEC on July 25, 2019.

 

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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.

 

  INPIXON
     
Date: September 13, 2019 By: /s/ Nadir Ali
   

Name: Nadir Ali

Title:   Chief Executive Officer

 

 

 

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