UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 29, 2015
ARGAN, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-31756 | 13-1947195 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| One Church Street, Suite 201, Rockville, MD | 20850 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (301) 315-0027
Not Applicable
(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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
On May 29, 2015, Argan, Inc. (“Argan”) announced the completion of its previously announced purchase of Atlantic Projects Company Limited (“APC”). Under the terms of the Share Purchase Agreement, dated May 12, 2015, Argan paid approximately €9.9 million, consisting of 70% in cash and 30% in shares of Argan common stock. APC, based in Dublin, Ireland, is a leading provider of construction and technical services to power generation, oil & gas, industrial and process industry customers worldwide with a focus on providing turbine, boiler, large rotating equipment installation, commissioning and outage services.
A copy of Argan’s press release is attached to this report as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Argan, Inc., Press Release, issued May 29, 2015. | |
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.
| ARGAN, INC. | ||||||
| Date: June 1, 2015 | By: | /s/ Cynthia A. Flanders | ||||
| Cynthia A. Flanders | ||||||
| Senior Vice President and Chief Financial Officer | ||||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Argan, Inc., Press Release, issued May 29, 2015. | |