HIG Capital to Acquire Forward Industries
Ticker: FWDI · Form: 8-K · Filed: Aug 1, 2024 · CIK: 38264
Sentiment: neutral
Topics: acquisition, going-private, merger
TL;DR
Forward Industries going private via HIG Capital acquisition, deal expected Q4 2024.
AI Summary
Forward Industries, Inc. announced on July 24, 2024, that it has entered into a definitive agreement to be acquired by an affiliate of HIG Capital. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions. This acquisition will result in Forward Industries becoming a privately held company.
Why It Matters
This acquisition marks a significant shift for Forward Industries, moving from public to private ownership under HIG Capital, which could impact its strategic direction and shareholder value.
Risk Assessment
Risk Level: medium — The acquisition is subject to customary closing conditions, introducing a degree of uncertainty until completion.
Key Players & Entities
- Forward Industries, Inc. (company) — Registrant
- HIG Capital (company) — Acquiring entity
- July 24, 2024 (date) — Date of agreement
- Fourth quarter of 2024 (date) — Expected closing period
FAQ
What is the primary event reported in this 8-K filing?
The primary event is the announcement of a definitive agreement for Forward Industries, Inc. to be acquired by an affiliate of HIG Capital.
Who is acquiring Forward Industries, Inc.?
An affiliate of HIG Capital is acquiring Forward Industries, Inc.
When was the agreement for the acquisition announced?
The agreement was announced on July 24, 2024.
When is the acquisition expected to be completed?
The acquisition is expected to close in the fourth quarter of 2024.
What will be the status of Forward Industries, Inc. after the acquisition?
Forward Industries, Inc. will become a privately held company.
Filing Stats: 552 words · 2 min read · ~2 pages · Grade level 11.7 · Accepted 2024-08-01 16:05:20
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share FORD The NASDAQ Capital Mar
- $1.00 — aintain a minimum bid price of at least $1.00. Additionally, as previously disclosed
- $2,500,000 — tain a stockholders' equity of at least $2,500,000. On July 24, 2024, the Company receive
Filing Documents
- forward_8k.htm (8-K) — 24KB
- 0001683168-24-005224.txt ( ) — 191KB
- ford-20240724.xsd (EX-101.SCH) — 3KB
- ford-20240724_lab.xml (EX-101.LAB) — 33KB
- ford-20240724_pre.xml (EX-101.PRE) — 22KB
- forward_8k_htm.xml (XML) — 3KB
01 Other Events
Item 8.01 Other Events. Nasdaq Compliance Notice As previously disclosed on its Current Report on Forms 8-K filed with the Securities and Exchange Commission ("SEC") on August 4, 2023, and February 5, 2024, Forward Industries, Inc. (the "Company") received notice from the Nasdaq Stock Market LLC ("Nasdaq") that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) (the "Minimum Bid Price Rule"), which requires a listed company to maintain a minimum bid price of at least $1.00. Additionally, as previously disclosed on its Current Report on Form 8-K filed with the SEC on February 27, 2024, the Company received notice from Nasdaq that the Company's stockholders' equity as reported in the Company' Form 10-Q for the period ended December 31, 2023, did not comply with Nasdaq Listing Rule 5550(b)(1) (the "Stockholders' Equity Rule"), which requires a listed company to maintain a stockholders' equity of at least $2,500,000. On July 24, 2024, the Company received a written notice from Nasdaq (the "Compliance Notice"), confirming that the Company has regained compliance with the Minimum Bid Price Rule and the Stockholders' Equity Rule. The Compliance Notice informed the Company that pursuant to Nasdaq Listing Rule 5815(d)(4)(B), the Company is subject to a mandatory panel monitor until July 24, 2025.
SIGNATURES
SIGNATURES 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. FORWARD INDUSTRIES, INC. Date: August 1, 2024 By: /s/ Kathleen Weisberg Name: Kathleen Weisberg Title: Chief Financial Officer 2