Securities And Exchange
Commission
Washington, DC 20549
FORM 8-K/A
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of earliest event reported: December 31, 2002
Manhattan Associates, Inc.
| Georgia | 0-23999 | 58-2373424 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
2300 Windy Ridge Parkway, Suite 700, Atlanta, Georgia 30339
(Address, Including Zip Code, of Principal Executive Offices)
(770) 955-7070
(Registrant’s Telephone Number, Including Area Code)
This Form 8-K/A amends Registrant’s previously filed Form 8-K, which was dated and filed on January 15, 2003. This document includes the financial statements and pro forma financial information that had been omitted from the previously filed Form 8-K as permitted by Item 7(a)(4) of Form 8-K.
| SIGNATURES | ||||||||
| Ex-23.1 Consent of Ernst & Young LLP | ||||||||
| Ex-99.1 Financial Statements of Business Acquired | ||||||||
| Ex-99.2 Pro Forma Financial Information | ||||||||
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
The following audited and unaudited consolidated financial statements for Logistics.com, Inc. are attached hereto as Exhibit 99.1:
Report of Independent Auditors
Consolidated Balance Sheets as of December 31, 2002 and 2001 and September 30, 2002 (unaudited)
Consolidated
Statement of Operations for the year ended December 31,
2002, the period from
August
25, 2001 to December 31, 2001 and
the period from January 1, 2001 to August 24, 2001 and the
nine
months ended September 30, 2002 (unaudited)
Consolidated Statement of Preferred Stock and Stockholders' Deficit at December 31, 2002 and 2001
Consolidated
Statement of Cash Flows for the year ended December 31,
2002, the period from August
25, 2001 to December 31, 2001 and
the period from January 1, 2001 to August 24, 2001 and the
nine
months ended September 30, 2002 (unaudited)
Notes to Consolidated Financial Statements
(b) Pro Forma Financial Information.
The following unaudited pro forma combined financial statements for Manhattan Associates, Inc. are attached hereto as Exhibit 99.2:
Unaudited Pro Forma Combined Balance Sheet as of September 30, 2002
Unaudited Pro Forma Combined Statement of Operations for the Nine Months Ended September 30, 2002
Unaudited Pro Forma Combined Statement of Operations for the year ended December 31, 2001
Notes to Unaudited Pro Forma Financial Information
(c) Exhibits.
The following exhibits are furnished in accordance with Item 601 of Regulation S-K.
| *2.1 | Asset Purchase Agreement, dated December 13, 2002, by and among Manhattan Associates, Inc. and Logistics.com, Inc. | |
| 23.1 | Consent of Ernst & Young LLP with respect to financial statements | |
| 99.1 | Financial Statements of Business Acquired | |
| 99.2 | Pro Forma Financial Information |
| * | Previously filed |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Manhattan Associates, Inc. | ||||
| By: | /s/ Edward K. Quibell Edward K. Quibell Senior Vice President and Chief Financial Officer |
|||
| Dated: March 17, 2003 | ||||