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FURMANITE CORP Form 8-K: Current report, 2015

FURMANITE CORP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2015-12-17: Form 8-K; Period of report 2015-12-17; Description 8.01 Other Events; Details 8.01.
  • 2015-11-06: Form 8-K; Period of report 2015-11-06; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2015-11-03: Form 8-K; Period of report 2015-11-01; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
  • 2015-11-02: Form 8-K; Period of report 2015-11-01; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2015-12-178-K2015-12-178.01 Other Events8.01 Furmanite Corporation (NYSE: FRM) (“Furmanite” or the “Company”) is filing this Current Report on Form 8-K (“Form 8-K”) to retrospectively reclassify the presentation of its consolidated financial statements, which were initially filed with the Securities and Exchange Commission (“SEC”) on March 10, 2015 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “Annual Report”), to reflect its Furmanite Technical Solutions division (“FTS”), historically reported as part of its Engineering & Project Solutions operating segment, as a discontinued operation, since the time of its acquisition in August 2013.frmform8-kx2014financials.htm
2015-11-068-K2015-11-062.02 Results of Operations and Financial Condition2.02 Furmanite Corporation (NYSE: FRM) (the “Company”) today reported financial results for the third quarter ended September 30, 2015.form8-kq32015earnings.htm
2015-11-038-K2015-11-011.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
5.02 Concurrently with the execution of the Merger Agreement, the Company on November 1, 2015 entered into a Separation Agreement and into a Consulting and Release Agreement with its President and Chief Executive Officer, Joseph E. Milliron, pursuant to which Mr. Milliron has retired from active employment with the Company, effective November 1, 2015.
furmanite8-knov32015.htm
2015-11-028-K2015-11-018.01 Other Events8.01 On November 2, 2015, Furmanite Corporation (“Furmanite” or the “Company”) and Team, Inc. (“Team”) issued a joint press release announcing the execution of an Agreement and Plan of Merger, dated as of November 1, 2015, by and among the Company, Team and TFA, Inc., a wholly owned subsidiary of Team (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a subsidiary of Team, subject to the terms and conditions set forth therein.furmaniteform8-knov22015.htm
2015-09-258-K2015-09-241.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
5.02 (e) On September 24, 2015, the Board of Directors of the Company determined the compensation arrangements of Mr. Jeffery G. Davis, who was appointed Interim Executive Chairman effective August 3, 2015, as previously disclosed.
7.01 On September 25, 2015, the Company issued a press release announcing the Asset Purchase Agreement with Burrow Global.
frmform8-ksept2015.htm
2015-08-048-K2015-08-032.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure2.02 Furmanite Corporation (NYSE: FRM) (the “Company”) today reported financial results for the second quarter ended June 30, 2015.
5.02 On August 3, 2015, the Board of Directors of the Company (the “Board”) appointed Jeffery G. Davis, age 61, as Interim Executive Chairman, effective immediately.
7.01 A slide presentation will be available on the Company’s web site, www.furmanite.com, to support management’s discussion during the conference call, which is scheduled to be held at 10:00 a.m.
form8-kq22015earnings.htm
2015-07-068-K2015-06-305.07 Submission of Matters to a Vote of Security Holders5.07 (1) The election of seven (7) directors nominated by the Company’s Board of Directors to serve until the 2016 Annual Meeting of Stockholders or until their respective successors have been duly elected and qualified.a8-k2015shareholdersmeeting.htm
2015-06-088-K/A2015-06-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 4, 2015, Board determined the committee assignments for Messrs.form8-kaboardcommittees.htm
2015-05-288-K2015-05-288.01 Other Events8.01 As previously disclosed, the 2015 Annual Meeting of Stockholders of Furmanite Corporation (the “Company”) was scheduled for April 24, 2015 and subsequently postponed.a8-kshareholderproposalsma.htm
2015-05-118-K2015-05-062.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure2.02 Furmanite Corporation (NYSE: FRM) (the “Company”) today reported financial results for the first quarter ended March 31, 2015.
5.02 On May 6, 2015, Mr. Joseph E. Milliron, the Company’s Chief Executive Officer and President, was elected Chairman of the Board by the Company’s Board of Directors, effective May 6, 2015.
7.01 A slide presentation will be available on the Company’s web site, www.furmanite.com, to support management’s discussion during the conference call, which is scheduled to be held at 10:00 a.m.
form8-kq12015earnings.htm
2015-05-078-K2015-05-061.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.02 The information set forth in Item 1.01 is incorporated herein by reference.
8.01 On May 6, 2015, the Company issued a press release relating to the Settlement Agreement.
form8-k5x7x15.htm
2015-05-048-K2015-05-047.01 Regulation FD Disclosure; 8.01 Other Events7.01 On May 4, 2015, Furmanite Corporation (the “Company”) issued a press release announcing that it has received a written, non-binding indication of interest from a strategic acquiror for a transaction in which all Furmanite stockholders would receive cash for their shares, at a substantial premium to current market prices.
8.01 On May 4, 2015, the Company announced that if it receives sufficient votes on the gold proxy card, that it intends to adjourn the 2015 Annual Meeting of Stockholders (the “Annual Meeting”), prior to conducting any business, until June 4, 2015.
form8-k5x4x15.htm
2015-04-288-K2015-04-278.01 Other Events8.01 On April 27, 2015, Furmanite Corporation (the “Company”) announced that the postponed 2015 Annual Meeting of Stockholders will be held on May 7, 2015 rather than the previously announced date of May 6, 2015.form8-k04x28x15.htm
2015-04-248-K2015-04-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 (b) On April 23, 2015, Mr. Sangwoo Ahn, Chairman of the Board of Directors (the “Board”) of Furmanite Corporation (the “Company”) notified the Company that he will retire from the Board effective as of the date of the Company’s 2015 Annual Meeting of Stockholders.
8.01 In connection with Mr. Ahn’s retirement, the Company announced on April 24, 2015 that it has postponed its 2015 Annual Meeting of Stockholders (originally scheduled to be held April 24, 2015) to May 6, 2015.
form8-k04x24x15.htm
2015-03-198-K2015-03-131.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Item 1.01 above is incorporated herein by reference.
7.01 On March 19, 2015, Furmanite Corporation issued a press release announcing the amendments to the Credit Agreement.
form8-kmarch2015creditagre.htm
2015-03-098-K2015-03-041.02 Termination of a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders1.02 The information set forth under Item 3.03 below is incorporated herein by reference.
3.03 On March 4, 2015, the Board of Directors of Furmanite Corporation (the “Company”) approved a change to the terms of the Company’s existing Rights Agreement (the “Rights Agreement”), dated as of April 15, 2008, by and between the Company and The Bank of New York Trust Company, N.A. (the “Rights Agent”) to accelerate the Final Expiration Date of the rights to the close of business on March 6, 2015, effectively terminating the plan as of such date.
form8-kmarch92015.htm
2015-03-068-K2015-03-062.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 Furmanite Corporation (NYSE: FRM) (the “Company”) today reported financial results for the fourth quarter ended December 31, 2014.
7.01 A slide presentation will be available on the Company’s web site, www.furmanite.com, to support management’s discussion during the conference call, which is scheduled to be held at 10:00 a.m.
form8-kq42014earnings.htm
2015-01-208-K2015-01-207.01 Regulation FD Disclosure7.01 On January 20, 2015, Joseph E. Milliron, President and Chief Executive Officer of Furmanite Corporation (the “Company”), distributed a letter to all employees.form8-k01202015.htm