SEC Info - Brinks Co - ‘8-K’ for 7/6/20

i false i 0000078890 i BRINKS CO 0000078890 2020-07-06 2020-07-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM i 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): i July 6, 2020



	THE BRINK’S COMPANY

(Exact name of registrant as specified in its charter)



i Virginia	i 001-09148	i 54-1317776
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

i 1801 Bayberry Court

i P. O. Box 18100

i Richmond, i VA i 23226-8100
(Address and zip code of

principal executive offices)

Registrant’s telephone number, including area code: ( i 804) i 289-9600

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:

i ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

i ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

i ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

i ☐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
i Common Stock, par value $1.00 per share	i BCO	i New York Stock Exchange

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 i ☐

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 Securities Act. ☐



Item 2.01.	Completion of Acquisition or Disposition of Assets.

On July 6, 2020, The Brink’s Company (the “Company”) completed a further portion of its previously announced acquisition of the majority of the cash operations of U.K-based G4S plc ("G4S"), pursuant to the Stock Purchase Agreements, dated as of February 26, 2020 (the “Stock Purchase Agreements”), between the Company and G4S.

Pursuant to the terms of the Stock Purchase Agreements, the Company, through one of more of its subsidiaries or affiliates, acquired G4S Group Holdings (Asia) B.V. for approximately $ 6,854,000, reflecting G4S’ ownership of its cash operations in Indonesia.

The foregoing description of the Stock Purchase Agreements is qualified in its entirety by reference to the Stock Purchase Agreements, as amended, which are filed as Exhibits 2.1, 2.2 and 2.3 herewith.



Item 9.01.	Financial Statements and Exhibits.




(a)	Financial Statements of Business Acquired

	The historical financial statements required by Item 9.01(a) of Form 8-K will be filed by amendment with the financial statements required in connection with the Company’s Current Report on Form 8-K, filed on April 10, 2020.

(b)	Pro Forma Combined Financial Information

	The historical financial statements required by Item 9.01(b) of Form 8-K will be filed by amendment with the financial statements required in connection with the Company’s Current Report on Form 8-K, filed on April 10, 2020.

(d)	Exhibits

	2.1	Stock Purchase Agreement, dated as of February 26, 2020 between the Company and G4S *

	2.2	Stock Purchase Agreement, dated as of February 26, 2020 between the Company and G4S *

	2.3	First Amendment dated as of March 30, 2020 to the Stock Purchase Agreements dated as of February 26, 2020 between The Brink's Company and G4S.*

	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Schedules attached to the Stock Purchase Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K.

The Company will furnish the omitted schedules to the Securities and Exchange Commission upon request by the

Commission.

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 thereunto duly authorized.



	THE BRINK’S COMPANY (Registrant)


Date: July 10, 2020	By:	/s/ *Ronald J. Domanico*
		Ronald J. Domanico
		Executive Vice President and Chief Financial Officer

This ‘8-K’ Filing	Date	Other Filings

Filed on:	7/10/20
For Period end:	7/6/20
	4/10/20	8-K
	2/26/20	4, 8-K
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Brinks Co – ‘8-K’ for 7/6/20

On: Friday, 7/10/20, at 3:03pm ET · For: 7/6/20 · Accession #: 78890-20-69 · File #: 1-09148

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Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34
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