Current Report Filing (8-k)
August 05 2021 - 4:07PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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 5, 2021
Reservoir
Media, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-39795
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83-3584204
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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75 Varick Street
9th Floor
New York, New York
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10013
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(Address of principal executive offices)
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(Zip Code)
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(212) 675-0541
(Registrant’s telephone number, including
area code)
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) 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, $0.0001 par value per share
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RSVR
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The Nasdaq Stock Market LLC
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Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share
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RSVRW
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The Nasdaq Stock Market LLC
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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 (§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 x
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 disclosed, Reservoir Holdings, Inc.,
a wholly-owned subsidiary of Reservoir Media, Inc., a Delaware corporation (“RMI”), entered into a membership
interest purchase agreement, dated as of June 2, 2021, to acquire U.S. based record label and music publishing company Tommy Boy Music,
LLC (“Tommy Boy”), which helped launch the careers of Queen Latifah, Afrika Bambaataa, Digital Underground,
Coolio, De La Soul, House of Pain and Naughty By Nature.
The purpose of this Current Report on Form 8-K
is to provide the financial statements and pro forma financial information required by Item 9.01 of the Current Report on Form 8-K. The
unaudited pro forma condensed combined financial information is presented for illustrative purposes only and is not necessarily indicative
of, and does not purport to represent, what the actual financial condition and results of operations would have been had the acquisition
of Tommy Boy taken place as of the dates indicated nor is it indicative of the financial condition and results of operations for any future
periods.
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Item 9.01.
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Financial Statement and Exhibits.
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(a)
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Financial Statements of Businesses Acquired.
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The audited balance sheets of Tommy Boy as of
December 31, 2020 and 2019 and the related statements of income, statements of members’ equity and statements of cash flows for
the years ended December 31, 2020 and 2019, together with the accompanying notes thereto, are filed as Exhibit 99.1 to this Current Report
on Form 8-K and are incorporated herein by reference.
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(b)
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Pro Forma Financial Information.
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The unaudited pro forma condensed combined financial
information of RMI, giving effect to the acquisition of Tommy Boy, as of March 31, 2021 and for the year ended March 31, 2021 is filed
as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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RESERVOIR MEDIA, INC.
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Date: August 5, 2021
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By:
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/s/ Golnar Khosrowshahi
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Name:
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Golnar Khosrowshahi
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Title:
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Chief Executive Officer
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