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POWR > SEC Filings for POWR > Form 8-K/A on 26-Apr-2013All Recent SEC Filings

Show all filings for POWERSECURE INTERNATIONAL, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K/A for POWERSECURE INTERNATIONAL, INC.


26-Apr-2013

Completion of Acquisition or Disposition of Assets, Financial S


Item 2.01 Completion of Acquisition or Disposition of Assets.

On April 12, 2013, the Company acquired Solais through a merger of Solais with and into a wholly-owned subsidiary of the Company, as reported and disclosed in the Initial Form 8-K. See the "Explanatory Note" above.



Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

The audited financial statements of Solais Lighting, Inc. as of December 31, 2012, and for the one year period then ended, and the report of Fiondella Milone & LaSaracina LLP, independent registered public accounting firm, thereon, are filed herewith as Exhibit 99.2.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined financial statements of PowerSecure International, Inc., reflecting the acquisition of Solais Lighting, Inc. as of December 31, 2012, and for the one year period then ended, are filed herewith as Exhibit 99.3. Such unaudited pro forma condensed combined financial statements are not necessarily indicative of the operating results or financial position that actually would have been achieved if the acquisition had been in effect on the dates indicated or that may be achieved in future periods, and should be read in conjunction with the financial statements of PowerSecure International, Inc. and Solais Lighting, Inc.



(d) Exhibits

2.1     Form of Agreement and Plan of Merger, dated as of April 12, 2013, among
        Solais Lighting, Inc., the stockholders of Solais Lighting, Inc.,
        PowerSecure International, Inc. and Brite Idela, Inc. (Filed with the
        Initial Form 8-K.)

23.1    Consent of Fiondella, Milone & LaSaracina LLP. (Filed herewith.)

99.1    Press Release of PowerSecure International, Inc., issued April 15, 2013,
        announcing the acquisition of Solais. (Filed with the Initial Form 8-K.)

99.2    The audited financial statements of Solais Lighting, Inc. as of December
        31, 2012 and for the one year period then ended. (Filed herewith.)

99.3    The unaudited pro forma condensed combined financial statements of
        PowerSecure International, Inc., reflecting the acquisition of Solais
        Lighting, Inc. as if it occurred on December 31, 2012 and during the one
        year period then ended. (Filed herewith.)


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