Form 8-K/A
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 2)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 6, 2009
EBIX, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   0-15946   77-0021975
         
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer Identification No.)
     

5 Concourse Parkway, Suite 3200, Atlanta, Georgia 		   
30328
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (678) 281-2020
N/A
(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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

Explanatory Note: On October 6, 2009 Ebix, Inc. (the “Company” or “Ebix”) filed a current report on Form 8-K (the “Original Filing”) in connection with the completion of its acquisition of E-Z Data, Inc. (“EZ Data”). Subsequently on December 17, 2009 the Company filed Amendment No. 1 which amended the Original Filing to provide the financial statement information required by Items 9.01(a) and 9.01(b) of Form 8-K which were not included in the initial filing. This Amendment No. 2 includes certain revisions to the pro forma condensed and combined unaudited financial information included in Exhibit 99.4 necessary for compliance with Rules 11-02(b)(4) and 11-02(b)(6) of Regulation S-X.
Item 9.01 Financial Statements and Exhibits
  (a)   Financial Statements of Business Acquired
 
      The audited financial statements of EZ Data, including its balance sheets as of December 31, 2008, the statement of income, cash flows, and changes in stockholders equity for the year ended December 31, 2008, and the related notes and report of its independent auditor are filed as Exhibit 99.2 to this current report on Form 8-K/A.
 
      The unaudited financial statements of EZ Data, including its balance sheets as of September 30, 2009 and 2008, the statement of income, cash flows, and changes in stockholders equity for the nine months ended September 30, 2009 and 2008, and the related notes are filed as Exhibit 99.3 to this current report on Form 8-K/A.
 
  (b)   Pro Forma Financial Information
 
      Ebix and EZ Data unaudited condensed and combined financial information, comprised of the pro forma combined balance sheets as of September 30, 2009, and pro forma combined statements of income for the for year ended December 31, 2008 and the nine months ended September 30, 2009 and the related notes are filed as Exhibit 99.4 to this current report on Form 8-K/A.
 
  (c)   Exhibits
       
 
Exhibit 2.1*
  Agreement and Plan of Merger, dated September 30, 2009, by and amongst Ebix, E-Z Data, and Dale Okuno and Dilip Sontakey, as Sellers
 
 
    
 
Exhibit 2.2*
  IP Asset Purchase Agreement, dated September 30, 2009, by and amongst Ebix Singapore PTE LTD., Ebix, Inc, E-Z Data, and Dale Okuno and Dilip Sontakey, as Shareholders dated September 30, 2009
 
 
    
 
Exhibit 23.1
  Consent of independent audit firm (Krycler, Ervin, Taubman & Walheim)
 
 
    
 
Exhibit 99.1*
  Press release dated October 1, 2009, issued by Ebix, Inc. (re: EZ Data acquisition)
 
 
    
 
Exhibit 99.2
  EZ Data financial statements for the year ended December 31, 2008
 
 
    
 
Exhibit 99.3
  EZ Data financial statements (unaudited) for the nine months ended September 30, 2009 and 2008
 
 
    
 
Exhibit 99.4
  Ebix and EZ Data pro forma condensed and combined financial information (unaudited) as of and for the nine month period ended September 30, 2009, and the twelve month period ended December 31, 2008
     
*   Previously filed

 

 

 

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.
         
  EBIX, INC.
 		  
  By:   /s/ Robert Kerris    
    Name:   Robert Kerris   
    Title:   Chief Financial Officer and Corporate Secretary   
 
Dated: February 3, 2010

 

 

 

Exhibit Index
     
Exhibit No.   Description
Exhibit 2.1*
  Agreement and Plan of Merger, dated September 30, 2009, by and amongst Ebix, E-Z Data, and Dale Okuno and Dilip Sontakey, as Sellers
 
    
Exhibit 2.2*
  IP Asset Purchase Agreement, dated September 30, 2009, by and amongst Ebix Singapore PTE LTD., Ebix, Inc, E-Z Data, and Dale Okuno and Dilip Sontakey, as Shareholders dated September 30, 2009
 
    
Exhibit 23.1
  Consent of independent audit firm (Krycler, Ervin, Taubman & Walheim)
 
    
Exhibit 99.1*
  Press release dated October 1, 2009, issued by Ebix, Inc. (re: EZ Data acquisition)
 
    
Exhibit 99.2
  EZ Data financial statements for the year ended December 31, 2008
 
    
Exhibit 99.3
  EZ Data financial statements (unaudited) for the nine months ended September 30, 2009 and 2008
 
    
Exhibit 99.4
  Ebix and EZ Data pro forma condensed and combined financial information (unaudited) as of and for the nine month period ended September 30, 2009, and the twelve month period ended December 31, 2008
     
*   Previously filed