Item 9.01
Financial Statements and Exhibits
(
a) Financial Statements of Businesses Acquired
Attached hereto as exhibits 99.3 and 23.1, respectively, are: (i) the audited financial statements of Auction 123 as of and for the fiscal year ended May 31, 2016, the independent auditors' report and the unaudited condensed financial statements of Auction 123 for the three months ended August 31, 2016 and 2015, and (ii) the consent of independent auditors.
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(b)
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Pro Forma Financial Information
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Attached hereto as exhibit 99.4 are: (i) the unaudited pro forma condensed combined balance sheet as of October 31, 2016 for the Company and August 31, 2016 for Auction 123, and (ii) unaudited pro forma condensed combined statements of operations for the three months ended October 31, 2016 for the Company and August 31, 2016 for Auction 123, unaudited pro forma condensed combined statement of operations for the fiscal year ended July 31, 2016 for the Company and May 31, 2016 for Auction 123 and notes to the unaudited pro forma condensed combined financial statements of the Company and Auction 123.
(c
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Exhibits
Exhibit No.
Description
2.1
Asset Purchase Agreement, dated November 1, 2016, by and among ARI Network Services, Inc., Auction 123 Inc. and Auction 123’s owners. *
10.1
Second Loan Modification Agreement, dated November 1, 2016, by and among Silicon Valley Bank, ARI Network Services, Inc. and Project Viking II Acquisition, Inc
.*
23.1
Consent of Independent Registered Public Accounting Firm.
99.1
Investor FAQ.*
99.2
Press release issued November 2, 2016.*
99.3
Audited consolidated financial statements of Auction 123 as of and for the fiscal year ended May 31, 2016, independent auditors' report, and the unaudited condensed consolidated financial statements of Auction 123 for the three months ended August 31, 2016 and 2015.
99.4
Unaudited pro forma condensed combined balance sheet as of October 31, 2016 for the Company and August 31, 2016 for Auction 123, and unaudited pro forma condensed combined statements of operations for the three months ended October 31, 2016 for the Company and August 31, 2016 for Auction 123, unaudited pro forma condensed combined statement of operations for the fiscal year ended July 31, 2016 for the Company and May 31, 2016 for Auction 123 and notes to the unaudited pro forma condensed combined financial statements of the Company and Auction 123.
* Previously filed.