(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:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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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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
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Emerging growth company i☐
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Securities registered pursuant to Section 12(b)
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Trading symbol
Name of each exchange on which registered
iCommon Stock,
par value $0.01 per share
iKAR
iNew York Stock Exchange
Item
2.01 Completion of Acquisition or Disposition of Assets.
On November 12, 2020, ADESA, Inc. (“ADESA”), a subsidiary of KAR Auction Services, Inc. (the “Company”), completed its previously announced acquisition of BacklotCars, Inc. (“BacklotCars”). Pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), by and among ADESA, Showroom Merger Sub, Inc., a subsidiary of ADESA (“Merger Sub”), the
Company, BacklotCars, and Shareholder Representative Services LLC, as the securityholders representative, Merger Sub merged with and into BacklotCars, with BacklotCars continuing as the surviving corporation and as a wholly-owned subsidiary of ADESA (the “Merger”).
As a result of the Merger and pursuant to the terms of the Merger Agreement, each outstanding share of BacklotCars common stock and preferred stock (other than those shares of common stock or preferred stock held by BacklotCars) was converted into the right to receive an amount in cash as set forth in the Merger Agreement. The approximate aggregate consideration for the Merger was $425 million.
The foregoing description of the Merger does not purport to be complete and is qualified in its entirety by reference to the complete text
of the Merger Agreement, a copy of which was filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 8, 2020, and is incorporated herein by reference.
104 Cover
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Inline XBRL document.
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.