Cubic Corporation Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-05-25: Form 8-K; Period of report 2021-05-25; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 1.02.
- 2021-05-05: Form 8-K; Period of report 2021-05-05; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2021-04-28: Form 8-K; Period of report 2021-04-27; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
- 2021-04-19: Form 8-K; Period of report 2021-04-19; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-05-25 | 8-K | 2021-05-25 | 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 1.02 The information provided in the Introduction and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. 2.01 The information provided in the Introduction of this Current Report on Form 8-K is incorporated herein by reference. 3.01 The information provided in the Introduction and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. 3.03 The information provided in the Introduction, Item 2.01 and Item 3.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.01 The information provided in the Introduction and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.02 The information provided in the Introduction and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.03 The information provided in the Introduction and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. 7.01 On May 25, 2021, the Company issued a press release announcing the consummation of the Merger. | tm2117324d7_8k.htm |
| 2021-05-05 | 8-K | 2021-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2021, Cubic Corporation (NYSE “CUB”) issued a press release announcing its financial results for the quarter ended March 31, 2021. | cub-20210505x8k.htm |
| 2021-04-28 | 8-K | 2021-04-27 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 A special meeting of shareholders of Cubic Corporation, a Delaware corporation (the “Company”), was held as a virtual meeting on April 27, 2021 at 1:00 p.m. 8.01 On April 27, 2021, the Company issued a press release announcing the results of the shareholder vote at the Special Meeting. | tm2032934d13_8k.htm |
| 2021-04-19 | 8-K | 2021-04-19 | 8.01 Other Events | 8.01 As previously disclosed, on February 7, 2021, Cubic Corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Original Merger Agreement”) with Atlas CC Acquisition Corp., a Delaware corporation (“Parent”), and Atlas Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), providing for, among other things, the merger of Sub with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”). | tm2032934d11_8k.htm |
| 2021-04-13 | 8-K | 2021-04-13 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Cubic Corporation (the “Company”) held its annual meeting of shareholders on April 13, 2021 (the “Annual Meeting”). | tm2112902d1_8k.htm |
| 2021-04-02 | 8-K | 2021-04-02 | 8.01 Other Events | 8.01 In accordance with Rule 14a-5(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Cubic Corporation (the “Company”) has determined that proposals pursuant to Rule 14a-8 under the Exchange Act to be considered at the 2021 annual meeting of shareholders, scheduled to be convened on April 13, 2021, must be received by the Company on or before April 7, 2021. | ea138914-8k_cubiccorp.htm |
| 2021-04-01 | 8-K | 2021-03-30 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | tm2032934d8_8k.htm |
| 2021-03-31 | 8-K | 2021-03-31 | 8.01 Other Events | 8.01 On March 31, 2021, Cubic Corporation (“Cubic” or the “Company”) issued a press release. | tm2032934d6_8k.htm |
| 2021-03-22 | 8-K | 2021-03-22 | 8.01 Other Events | 8.01 On March 22, 2021, Cubic Corporation (“Cubic” or the “Company”) issued a press release. | tm2110444d1_8k.htm |
| 2021-03-16 | 8-K | 2021-03-11 | 8.01 Other Events | 8.01 As previously announced, on February 7, 2021, Cubic Corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Atlas CC Acquisition Corp., a Delaware corporation (“Parent”), and Atlas Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), providing for, among other things, the merger of Sub with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”). | tm219773d1_8k.htm |
| 2021-02-09 | 8-K | 2021-02-07 | 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.03 The foregoing discussion of the Rights Agreement Amendment under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 8.01 Concurrently with the execution of the Merger Agreement, the Company entered into a voting agreement (the “Voting Agreement”) with Elliott, pursuant to which Elliott has agreed to, among other things, vote any Shares (as defined in the Voting Agreement) owned by Elliott in favor of the approval of the Merger Agreement and the Merger and, subject to certain exceptions, not transfer any shares of Company Common Stock prior to the termination of the Voting Agreement. | tm215688d4_8k.htm |
| 2021-02-08 | 8-K | 2021-02-08 | 2.02 Results of Operations and Financial Condition | 2.02 On February 8, 2021, Cubic Corporation (NYSE “CUB”) issued a press release announcing its financial results for the quarter ended December 31, 2020. | cub-20210208x8k.htm |
| 2021-02-08 | 8-K | 2021-02-07 | 8.01 Other Events | 8.01 On February 8, 2021, Cubic Corporation (the “Company” or “Cubic”) issued a press release announcing the execution of an Agreement and Plan of Merger, entered into as of February 7, 2021, by and among the Company, Atlas CC Acquisition Corp. and Atlas Merger Sub Inc., pursuant to which the Company will be acquired by Veritas Capital (“Veritas”) and Evergreen Coast Capital Corporation (“Evergreen”) at a price of $70.00 per outstanding share of common stock of the Company in an all-cash transaction. | tm215688d1_8k.htm |