Item 9.01 - Financial Statements and Exhibits
(a) Financial statements of businesses or funds acquired.
The audited annual accounts ofSpace NV as of and for the year endedMarch 31, 2022 , together with the accompanying Report of Independent Auditors are filed as Exhibit 99.1 to this Current Report on Form 8-K/A and incorporated herein by reference.
(b) Pro forma financial information.
The unaudited pro forma financial information of the Company giving effect to the Acquisition is filed as Exhibit 99.2 to this Current Report on Form 8-K/A and incorporated herein by reference. •Unaudited Pro Forma Combined Condensed Consolidated Balance Sheet as ofJune 30, 2022 •Unaudited Pro Forma Combined Condensed Consolidated Statement of Operations for the six months endedJune 30, 2022 •Unaudited Pro Forma Combined Condensed Consolidated Statement of Operations for the year endedDecember 31, 2022 •Notes to Unaudited Pro Forma Combined Condensed Consolidated Financial Statements The pro forma financial information included in this Current Report on Form 8-K/A is required pursuant to Article 8 of Regulation S-X. The amounts included in the pro forma information are based on the historical results of the Company andSpace NV and may not be indicative of combined results that would have been realized had the acquisition ofSpace NV occurred as of the dates indicated or that may be achieved in the future. Forward-Looking Statements This Current Report on Form 8-K/A contains "forward-looking statements" aboutRedwire's future expectations, plans, outlook, projections and prospects. Such forward-looking statements can be identified by the use of words such as "should," "may," "would," "intends," "anticipates," "believes," "estimates," "projects," "forecasts," "expects," "plans," "proposes" and similar expressions or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. AlthoughRedwire believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, these statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Forward-looking statements in this communication include estimates and assumptions, particularly in regard to unaudited pro forma financial information included in Exhibit 99.2 of this Current Report on Form 8-K/A. Accordingly, readers are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading "Risk Factors" inRedwire's Annual Report on Form 10-K for the year endedDecember 31, 2021 and quarterly reports on Form 10-Q for the quarters endedMarch 31, 2022 ,June 30, 2022 , andSeptember 30, 2022 . Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. In addition, readers are cautioned that past performance may not be indicative of future results. In light of the significant uncertainties in these forward-looking statements, readers should not rely on these statements in making an investment decision or regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame, or at all. Forward-looking statements speak only as of the date of the document in which they are contained, andRedwire does not undertake any duty to update any forward-looking statements except as may be required by law. Therefore, readers should not rely on these forward-looking statements as representingRedwire's views as of any date subsequent to the date of this communication. Page 2 --------------------------------------------------------------------------------
(d) Exhibits. Exhibit No. Description 23.1 Consent ofRSM InterAudit BV , Independent Auditor ofQinetiQ Space NV 99.1 Audited Annual Accounts ofQinetiQ Space NV , as
of and for the year ended
March 31, 2022 99.2 Unaudited Pro Forma Financial Information ofRedwire Corporation andQinetiQ Space NV 104 Cover Page Interactive Data File (embedded within
the Inline XBRL document) Page 3
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