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): April 3, 2019
MTBC,
Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36529 | 22-3832302 | ||
| (State
or other jurisdiction of incorporation) |
(Commission
File Number) |
(IRS
Employer Identification No.) |
7
Clyde Road, Somerset, New Jersey, 08873
(Address of principal executive offices, zip code)
(732) 873-5133
(Registrant’s telephone number, including area code)
Not
Applicable
(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:
| [ ] | 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 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. [X]
Explanatory Note
This Amendment No. 1 (this “Amendment”) to the Form 8-K of MTBC, Inc. (the “Company” or “MTBC”), originally filed with the Securities and Exchange Commission (“SEC”) on April 4, 2019 (the “Original Form 8-K”), is being filed by the Company for the purpose of amending and supplementing Item 9.01 of the Original Form 8-K. This Amendment is being filed to provide the information required by Items 9.01(a) and (b) of Form 8-K and Rules 8-04 and 8-05 of Regulation S-X that was not previously filed with the Original Form 8-K, as permitted by the rules of the SEC and the instructions to Form 8-K. Except as provided herein, the disclosures made in the Original Form 8-K remain unchanged.
Section 9 ― Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits | ||
| (a) | Financial statements of businesses acquired | ||
| The consolidated financial statements of Etransmedia Technology, Inc. (“ETM”), the entity for whom substantially all of its assets were acquired by the Company with an effective date of April 1, 2019, are filed as Exhibit 99.1 and 99.2 to this Form 8-K and incorporated by reference herein. | |||
| (b) | Pro forma financial information | ||
| Pro forma financial information with respect to the acquisitions of ETM and Orion Target Businesses is filed as Exhibit 99.3 to this Form 8-K and incorporated by reference herein. | |||
| (c) | Exhibits | ||
| Exhibit | |||
| 2 |
SIGNATURE(S)
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.
| MTBC, Inc. | ||
| (Registrant) | ||
| By: | /s/ Stephen A. Snyder | |
| Stephen A. Snyder | ||
| Chief Executive Officer |
Date: June 13, 2019
| 3 |