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| CIK | 908598 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ATRM Holdings, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 12, 2019 |
SC 13D/A 1 sc13da260948201909122019.htm AMENDMENT NO. 26 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 26)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per s |
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| September 11, 2019 |
ATRM / ATRM Holdings, Inc. 15-12B - - 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-36318 ATRM Holdings, Inc. (Exact name of registrant as specified in its |
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| September 11, 2019 |
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): September 6, 2019 ATRM Holdings, Inc. (Exact Name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or other jurisdiction of incorporation) (Commission |
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| September 10, 2019 |
ATRM / ATRM Holdings, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on September 9, 2019 Registration No. |
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| September 9, 2019 |
ATRM / ATRM Holdings, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on September 9, 2019 Registration No. |
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| September 9, 2019 |
ATRM / ATRM Holdings, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on September 9, 2019 Registration No. |
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| September 9, 2019 |
ATRM / ATRM Holdings, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on September 9, 2019 Registration No. |
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| September 9, 2019 |
ATRM / ATRM Holdings, Inc. POS AM - - POS AM As filed with the Securities and Exchange Commission on September 9, 2019 Registration No. |
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| August 14, 2019 |
ATRM / ATRM Holdings, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM HOLDINGS, INC |
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| August 13, 2019 |
ATRM / ATRM Holdings, Inc. DEFM14A - - PROSPECTUS DEFM14A 1 atrm-defm14a090619.htm PROSPECTUS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement. ☐ Confidential, for Use of the Commission Only (as permitted |
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| July 18, 2019 |
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): July 16, 2019 ATRM Holdings, Inc. (Exact Name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or other jurisdiction of incorporation) (Commission File |
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| July 18, 2019 |
EX-10.1 2 ex101.htm EXHIBIT 10.1 Exhibit 10.1 SERIES B PREFERRED STOCK DIVIDEND AGREEMENT THIS AGREEMENT (this “Agreement”), dated as of July 16, 2019, is entered into among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and the undersigned shareholders (each a “Holder” and collectively, the “Holders”). WITNESSETH: WHEREAS, the Company has issued to the Holders the respective number |
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| July 18, 2019 |
Exhibit 10.2 As of July 17, 2019 Lone Star Value Co-Invest I, LP C/O Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of January 12, 2018, executed by ATRM HOLDINGS, INC. (the “Debtor”), in favor of the holder of th |
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| July 18, 2019 |
Exhibit 10.4 As of July 17, 2019 Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of December 17, 2018, executed by ATRM HOLDINGS, INC. (the “Debtor”), in favor of the holder of the Note, LONE STAR VALUE MANAGEMENT, |
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| July 18, 2019 |
EX-10.3 4 ex103.htm EXHIBIT 10.3 Exhibit 10.3 As of July 17, 2019 Lone Star Value Co-Invest I, LP C/O Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of June 1, 2018, executed by ATRM HOLDINGS, INC. (the “Debtor”), |
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| July 18, 2019 |
[Remainder of Page Intentionally Left Blank; Signature Page to Follow.] EX-99.3 4 ex993to13da2509482025071819.htm WAIVER OF PROMISSORY NOTE Exhibit 99.3 As of July 17, 2019 Lone Star Value Co-Invest I, LP C/O Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of June 1, 2018, executed by |
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| July 18, 2019 |
SC 13D/A 1 sc13da250948202507182019.htm AMENDMENT NO. 25 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 25)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per s |
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| July 18, 2019 |
[Remainder of Page Intentionally Left Blank; Signature Page to Follow.] Exhibit 99.2 As of July 17, 2019 Lone Star Value Co-Invest I, LP C/O Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of January 12, 2018, executed by ATRM HOLDINGS, INC. (the “Debtor”), in favor of the holder of th |
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| July 18, 2019 |
SERIES B PREFERRED STOCK DIVIDEND AGREEMENT EX-99.1 2 ex991to13da2509482025071819.htm SERIES B PREFERRED STOCK DIVIDEND AGREEMENT Exhibit 99.1 SERIES B PREFERRED STOCK DIVIDEND AGREEMENT THIS AGREEMENT (this “Agreement”), dated as of July 16, 2019, is entered into among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and the undersigned shareholders (each a “Holder” and collectively, the “Holders”). WITNESSETH: WHEREAS, the Co |
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| July 18, 2019 |
[Remainder of Page Intentionally Left Blank; Signature Page to Follow.] EX-99.4 5 ex994to13da2509482025071819.htm WAIVER OF PROMISSORY NOTE Exhibit 99.4 As of July 17, 2019 Lone Star Value Management, LLC 53 Forest Ave., 1st Floor Old Greenwich, Connecticut 06870 Re: ATRM Holdings, Inc. – Promissory Note Ladies and Gentlemen: Reference is hereby made to that certain PROMISSORY NOTE (the “Note”) dated as of December 17, 2018, executed by ATRM HOLDINGS, INC. (the “Debto |
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| July 3, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): July 3, 2019 ATRM Holdings, Inc. (Exact Name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or other jurisdiction of incorporation) (Commission File |
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| July 3, 2019 |
EX-2.1 2 ex21.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among DIGIRAD CORPORATION, ATRM HOLDINGS, INC., and DIGIRAD ACQUISITION CORPORATION Dated as of July 3, 2019 Table of Contents Page 1. THE MERGER 1 1.1 The Merger 1 1.2 Effective Time 1 1.3 Effects of the Merger 2 1.4 Closing of the Merger 2 1.5 Articles of Incorporation 2 1.6 Bylaws 2 1.7 Board of Dire |
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| July 3, 2019 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among DIGIRAD CORPORATION, ATRM HOLDINGS, INC., and DIGIRAD ACQUISITION CORPORATION Dated as of July 3, 2019 Table of Contents Page 1. THE MERGER 1 1.1 The Merger 1 1.2 Effective Time 1 1.3 Effects of the Merger 2 1.4 Closing of the Merger 2 1.5 Articles of Incorporation 2 1.6 Bylaws 2 1.7 Board of Directors; Officers 2 2. EFFECT OF |
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| July 3, 2019 |
ATRM / ATRM Holdings, Inc. 425 - Merger Prospectus - 8-K 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): July 3, 2019 ATRM Holdings, Inc. (Exact Name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or other jurisdiction of incorporation) (Commission File |
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| July 2, 2019 |
ATRM / ATRM Holdings, Inc. 10-Q - Quarterly Report - 10-Q 10-Q 1 q1201910q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0 |
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| June 26, 2019 |
ATRM / ATRM Holdings, Inc. 10-Q - Quarterly Report - ATRM Q3 2018 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM HOLDINGS |
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| June 26, 2019 |
ATRM / ATRM Holdings, Inc. 10-Q - Quarterly Report - ATRM 2018 Q2 10-Q 10-Q 1 q2201810q.htm ATRM 2018 Q2 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission f |
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| June 26, 2019 |
AGREEMENT This Agreement (this “Agreement”), dated as of May 15, 2019, is entered into by and between Digirad Corporation, a Delaware corporation (“Digirad”), and ATRM Holdings, Inc. |
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| June 26, 2019 |
ATRM / ATRM Holdings, Inc. 10-Q - Quarterly Report - ATRM 2018 Q1 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM HOLDINGS, IN |
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| June 26, 2019 |
ATRM / ATRM Holdings, Inc. 10-K - Annual Report - ATRM 2018 10K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT of 1934 For the fiscal year ended December 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM Holdings, Inc. (E |
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| June 26, 2019 |
EX-21.1 3 a201810kexhibit211.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of ATRM Holdings, Inc. 1. KBS Builders, Inc., organized under the laws of Delaware 2. Aetrium Corporation, organized under the laws of Minnesota 3. Glenbrook Buildings Supply, Inc., organized under the laws of Delaware 4. EdgeBuilder, Inc., organized under the laws of Delaware |
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| June 4, 2019 |
8-K 1 form8k0966300206042019.htm 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 31, 2019 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or Other Jurisdiction of |
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| April 30, 2019 |
Exhibit 21.1 Subsidiaries of ATRM Holdings, Inc. 1. KBS Builders, Inc., organized under the laws of Delaware 2. Aetrium Corporation, organized under the laws of Minnesota 3. Glenbrook Buildings Supply, Inc., organized under the laws of Delaware 4. EdgeBuilder, Inc., organized under the laws of Delaware |
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| April 30, 2019 |
ATRM / ATRM Holdings, Inc. 10-K Annual Report 2017 10-K 10-K 1 q4201710k.htm 2017 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT of 1934 For the fiscal year ended December 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0 |
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| April 30, 2019 |
EX-10.22 3 a201710kexhibit1022.htm EXHIBIT 10.22 SIXTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Sixth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective December 22, 2017 by and among GERBER FINANCE INC., a New York corporation, having an office at 488 Madison Avenue, New York, New York 10022 (“Lender”), KBS BUILDERS, INC., having an address at 5215 |
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| April 30, 2019 |
EX-10.21 2 a201710kexhibit1021.htm EXHIBIT 10.21 FOURTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT (Acquisition) This Fourth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective December 22, 2017 by and among GERBER FINANCE INC., having an office at 488 Madison Avenue, New York, NY 10022 (“Lender”), EDGEBUILDER, INC., GLENBROOK BUILDING SUPPLY, INC., ATRM HOL |
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| April 30, 2019 |
EX-10.39 8 a201710kexhibit1039.htm EXHIBIT 10.39 ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated the 15 day of April, 2019 by and among Gerber Finance Inc. (the “LENDER”), KBS Builders, Inc. (the “BORROWER”), and ATRM Holdings, Inc. as guarantor (the “GUARANTOR”). RECITALS: WHEREAS, LENDER, BORROWER and Guarantor en |
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| April 30, 2019 |
FIFTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT (Acquisition) This Fifth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective April 1, 2019 by and among GERBER FINANCE INC. |
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| April 30, 2019 |
EIGHTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Eighth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective October 1, 2018 by and among GERBER FINANCE INC. |
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| April 30, 2019 |
TENTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Tenth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective April 1, 2019, by and among GERBER FINANCE INC. |
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| April 30, 2019 |
NINTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Ninth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective February 22, 2019 by and among GERBER FINANCE INC. |
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| April 26, 2019 |
EX-10.2 3 ex102to8k0966300204252019.htm Exhibit 10.2 SERVICES AGREEMENT This SERVICES AGREEMENT (this “Agreement”), effective as of January 2, 2019 is entered into by and among STAR PROCUREMENT, LLC, a Delaware limited liability Company (the “Company”) and KBS Builders, Inc. a Delaware Corporation (“KBS”). The Company and KBS are sometimes are referred to in this Agreement collectively as the “Par |
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| April 26, 2019 |
Exhibit 10.9 FIRST AMENDMENT TO LEASE This First Amendment To Lease (this “Amendment”) is made as of this 18th day of April, 2019, by and between 56 Mechanic Falls Road, LLC, a Delaware limited liability company with a mailing address of 53 Forest Avenue, Old Greenwich, Connecticut 06870 (“Landlord”), and KBS Builders, INC., a Delaware corporation with a mailing address of 300 Park Street, Paris, |
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| April 26, 2019 |
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): December 14, 2018 ATRM Holdings, Inc. (Exact name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 26, 2019 |
Exhibit 10.5 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of this 3rd day of April, 2019 (the “Effective Date”) by and between KBS Builders, Inc., a Delaware corporation with a mailing address of 300 Park Street, Paris, Maine 04271 (“Seller”), and 300 Park Street, LLC, a Delaware limited liability company with a mailing address of 53 Forest Avenue, Old |
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| April 26, 2019 |
EX-10.4 5 ex104to8k0927100404025019.htm Exhibit 10.4 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of this 3rd day of April, 2019 (the “Effective Date”) by and between KBS Builders, Inc., a Delaware corporation with a mailing address of 300 Park Street, Paris, Maine 04271 (“Seller”), and 947 Waterford Road, LLC, a Delaware limited liability company with |
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| April 26, 2019 |
EX-10.7 8 ex107to8k0927100404025019.htm Exhibit 10.7 LEASE AGREEMENT THIS LEASE AGREEMENT (this “Lease”) is made this 3rd day of April, 2019 (the “Commencement Date”), by and between 300 Park Street, LLC, a Delaware limited liability company with a mailing address of 53 Forest Avenue, Old Greenwich, Connecticut 06870 (“Landlord”), and KBS Builders, Inc., a Delaware corporation with a mailing addre |
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| April 26, 2019 |
Letter to the Securities and Exchange Commission from Boulay PLLP dated as of April 25, 2019. EX-16.1 11 ex161to8k0966300204252019.htm Exhibit 16.1 April 25, 2019 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, DC 20549 Re: ATRM Holdings, Inc. (File No. 001-36318) Commissioners: We are currently principal accountants for ATRM Holdings, Inc. On April 10, 2019, we were notified that ATRM Holdings, Inc. engaged BDO USA, LLP as its principa |
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| April 26, 2019 |
Exhibit 10.1 LIMITED LIABILITY COMPANY AGREEMENT FOR STAR PROCUREMENT, LLC THE MEMBERSHIP INTERESTS ISSUED PURSUANT TO THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH MEMBERSHIP INTEREST MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR OTHERWISE DISPO |
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| April 26, 2019 |
Exhibit 10.6 LEASE AGREEMENT THIS LEASE AGREEMENT (this “Lease”) is made this 3rd day of April, 2019 (the “Commencement Date”), by and between 947 Waterford Road, LLC, a Delaware limited liability company with a mailing address of 53 Forest Avenue, Old Greenwich, Connecticut 06870 (“Landlord”), and KBS Builders, Inc., a Delaware corporation with a mailing address of 300 Park Street, Paris, Maine 0 |
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| April 26, 2019 |
EX-10.8 9 ex108to8k0927100404025019.htm Exhibit 10.8 LEASE AGREEMENT THIS LEASE AGREEMENT (this “Lease”) is made this 3rd day of April, 2019, by and between 56 Mechanic Falls Road, LLC, a Delaware limited liability company with a mailing address of 53 Forest Avenue, Old Greenwich, Connecticut 06870 (“Landlord”), and KBS Builders, Inc., a Delaware corporation with a mailing address of 300 Park Stre |
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| April 26, 2019 |
EX-10.3 4 ex103to8k0966300204252019.htm Exhibit 10.3 MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of April 1, 2019 by and among ATRM HOLDINGS, INC., a Minnesota corporation, LONE STAR VALUE MANAGEMENT, LLC, a Connecticut limited liability company, and JEFFREY E. EBERWEIN ARTICLE I PURCHASE AND SALE 1 Section 1.1 Purchase and Sale of the Membership Interests 1 Section 1.2 Working Capital Adjustm |
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| April 16, 2019 |
ATRM / ATRM Holdings, Inc. 2017 Q3 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM HOLDINGS |
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| April 16, 2019 |
EX-10.1 3 q3201710qexhibit101.htm EXHIBIT 10.1 FOURTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fourth Agreement of Amendment to Loan and Security Agreement ("Amendment") is effective July 20, 2017 by and among GERBER FINANCE INC., a New York corporation, having an office at 488 Madison Avenue, New York, New York 10022 ("Lender"), KBS BUILDERS, INC., a Delaware corporation, having |
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| April 16, 2019 |
EX-10.4 6 q3201710qexhibit104.htm EXHIBIT 10.4 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and t |
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| April 16, 2019 |
Statement of Designation of 10.00% Series B Cumulative Preferred Stock of ATRM Holdings, Inc. EX-3.1 2 q3201710qexhibit31.htm EXHIBIT 3.1 STATEMENT OF DESIGNATION OF 10.00% SERIES B CUMULATIVE PREFERRED STOCK OF ATRM HOLDINGS, INC. Pursuant to Section 302A.401 Subd. 3(b) of the Minnesota Statutes The undersigned, Daniel M. Koch, does hereby certify that: 1. He is the duly elected and acting President and Chief Executive Officer of ATRM Holdings, a Minnesota corporation (the “Corporation”). |
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| April 16, 2019 |
ATRM / ATRM Holdings, Inc. 2017 Q2 10Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM HOLDINGS, INC |
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| April 16, 2019 |
EX-10.2 4 q3201710qexhibit102.htm EXHIBIT 10.2 FIFTH AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fifth Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective September 29, 2017 by and among GERBER FINANCE INC., a New York corporation, having an office at 488 Madison Avenue, New York, New York 10022 (“Lender”), KBS BUILDERS, INC., having an address at 5215 G |
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| April 16, 2019 |
EX-10.5 7 q3201710qexhibit105.htm EXHIBIT 10.5 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and to |
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| April 16, 2019 |
EX-10.3 5 q2201710qexhibit103.htm EXHIBIT 10.3 REVOLVING CREDIT LOAN AGREEMENT This Revolving Credit Loan Agreement is entered into as of the 30th day of June 2017, by and between Glenbrook Building Supply, Inc., a Delaware corporation, EdgeBuilder, Inc., a Delaware corporation, and Premier Bank, a Minnesota corporation. In consideration of the mutual agreements set forth herein, and for other goo |
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| April 16, 2019 |
AMENDMENT TO ASSET PURCHASE AGREEMENT THIS AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”), dated as of June 30, 2017 (the “Effective Date”), is made by and among ATRM Holdings, Inc. |
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| April 16, 2019 |
EX-10.3 5 q3201710qexhibit103.htm EXHIBIT 10.3 THIRD AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT (Acquisition) This Third Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective September 29, 2017 by and among GERBER FINANCE INC., having an office at 488 Madison Avenue, New York, NY 10022 (“Lender”), EDGEBUILDER, INC., GLENBROOK BUILDING SUPPLY, INC., ATRM HOLDIN |
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| April 16, 2019 |
SECOND AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT (Acquisition) This Second Agreement of Amendment to Loan and Security Agreement (“Amendment”) is effective June 30, 2017 by and among GERBER FINANCE INC. |
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| April 16, 2019 |
THIRD AGREEMENT OF AMENDMENT TO LOAN AND SECURITY AGREEMENT This Third Agreement of Amendment to Loan and Security Agreement ("Amendment") is effective June 30, 2017 by and among GERBER FINANCE INC. |
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| April 3, 2019 |
SC 13D/A 1 sc13da240948201904032019.htm AMENDMENT NO. 24 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 24)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per s |
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| December 18, 2018 |
EX-4.2 3 ex4-2.htm EXHIBIT 4.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| December 18, 2018 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 17, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Management, LLC (“Purchaser”). WITNESSETH: WHEREAS, Lone Star Value Co-Invest I, LP holds 374,562 shares of 10.00% Series B Cumulative Preferred Stock of the Company (“Preferred S |
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| December 18, 2018 |
8-K 1 form8-k.htm 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): December 14, 2018 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorpora |
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| December 18, 2018 |
EX-4.1 2 ex4-1.htm EXHIBIT 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| December 17, 2018 |
begin 644 ex991to13da2309482019121718.pdf M)5!$1BTQ+C8-)>+CS],-"C8W." P(&]B:@T\/"]&:6QT97(O1FQA=&5$96-O M9&4O1FER7!E+T]B:E-T;3X^2J%"D=E@EB,E6?8[>!>NA MGSA8$^$6S>(,.] #4),19CEB70IY#>[?VU.!5/V\D8-;)\%1WV"RVS9\&N# MFEK(^QR?/A5=]Q9@ '(1,NH-"F5N9'-TY M]>5QOM='MSD=YMVB]S2J 11CLW#OML]K<<-T+'/?O]W9S#FH&#?J18R9A^E6 MJERTVO@Q:X4D"T2)T"K8YXF2&.LX@;-6)$,^,/0OSHFE+35V09CM))?3]LP%,6RGD<#UU\\\=.)(04&D,#;14EZ=2M |
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| December 17, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 23)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| December 17, 2018 |
ATRM HOLDINGS, INC. PROMISSORY NOTE Exhibit 99.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO TH |
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| October 4, 2018 |
Entry into a Material Definitive Agreement 8-K 1 form8k0966300110042018.htm 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): October 1, 2018 ATRM Holdings, Inc. (Exact name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or Other Jurisdiction |
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| July 6, 2018 |
Entry into a Material Definitive Agreement 8-K 1 form8-k.htm 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): July 2, 2018 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) |
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| June 7, 2018 |
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): June 1, 2018 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission File |
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| June 7, 2018 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| June 7, 2018 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 1, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds 353,060 shares of 10.00% Series B Cumulative Preferred Stock of the Company (“Preferred Stock”); Jeffrey E. Eberwein |
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| June 6, 2018 |
ATRM / ATRM Holdings, Inc. / Lone Star Value Management LLC Activist Investment SC 13D/A 1 sc13da220948201906052018.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 22)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 0 |
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| June 6, 2018 |
Exhibit 99.3 SUBORDINATION AGREEMENT This SUBORDINATION AGREEMENT, dated as of June 1, 2018 by and among, LONE STAR VALUE CO-INVEST I, LP (separately, jointly and severally, “Creditor”), ATRM HOLDINGS, INC., a Minnesota corporation (“Guarantor”), and Gerber Finance Inc., a New York corporation (hereinafter referred to as “Gerber”). BACKGROUND A.The Creditor has made or agreed to make loans to the |
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| June 6, 2018 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 1, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds 353,060 shares of 10.00% Series B Cumulative Preferred Stock of the Company (“Preferred Stock”); Jeffrey E. Eberwein |
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| June 6, 2018 |
ATRM HOLDINGS, INC. PROMISSORY NOTE EX-99.2 3 ex992to13da2209482019060518.htm CO-INVEST JUNE 2018 NOTE Exhibit 99.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR U |
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| May 1, 2018 |
SC 13D/A 1 sc13da210948201905012018.htm AMENDMENT NO. 21 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 21)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per s |
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| March 23, 2018 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| March 23, 2018 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 31, 2017, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds promissory notes of the Company, (i) dated October 4, 2016, under which $2,058,667 in princip |
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| March 23, 2018 |
ATRM / ATRM Holdings, Inc. 10-Q (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-363 |
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| January 19, 2018 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| January 19, 2018 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this ?Agreement?), dated as of January 12, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the ?Company?), and Lone Star Value Co-Invest I, LP (?Purchaser?). WITNESSETH: WHEREAS, Purchaser holds 342,776 shares of Series B Cumulative Preferred Stock of the Company; and Lone Star Value Investors, LP (?LSVI?) |
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| January 19, 2018 |
8-K 1 form8-k.htm 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): January 12, 2018 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporat |
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| January 17, 2018 |
ATRM HOLDINGS, INC. PROMISSORY NOTE EX-99.2 3 ex992to13da2009482019011718.htm CO-INVEST JANUARY 2018 NOTE Exhibit 99.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, O |
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| January 17, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 20)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| January 17, 2018 |
EX-99.1 2 ex991to13da2009482019011718.htm JANUARY 2018 SECURITIES PURCHASE AGREEMENT Exhibit 99.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 12, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds 342,776 shares of Series B |
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| December 29, 2017 |
Entry into a Material Definitive Agreement 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): December 22, 2017 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission |
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| December 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 19)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| December 28, 2017 |
EX-99.1 2 ex991to13da1909482019122817.htm GUARANTY AGREEMENT Exhibit 99.1 GUARANTY (Individual) November 20, 2017 FOR VALUE RECEIVED, and in consideration of loans made or to be made or credit otherwise extended or to be extended by Gerber Finance Inc. (“Lender”) to or for the account of KBS Builders, Inc., (“Borrower”) from time to time and at any time and for other good and valuable consideratio |
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| December 7, 2017 |
Exhibit 3.1 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED Articles OF INCORPORATION OF ATRM Holdings, INC. I, Daniel M. Koch, the President of ATRM Holdings, Inc., a Minnesota corporation (this ?Corporation?), do hereby certify that the following resolutions were adopted by the directors and shareholders, pursuant to Minnesota Statutes, Chapter 302A: RESOLVED, that Article VI, Section 6.1 of t |
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| December 7, 2017 |
8-K 1 form8-k.htm 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): December 4, 2017 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporat |
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| November 13, 2017 |
ATRM / ATRM Holdings, Inc. 14A DEF 14A 1 def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminar |
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| October 31, 2017 |
PRE 14A 1 pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminar |
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| October 4, 2017 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and together with |
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| October 4, 2017 |
EX-3.1 2 ex3-1.htm Exhibit 3.1 STATEMENT OF DESIGNATION OF 10.00% SERIES B CUMULATIVE PREFERRED STOCK OF ATRM HOLDINGS, INC. Pursuant to Section 302A.401 Subd. 3(b) of the Minnesota Statutes The undersigned, Daniel M. Koch, does hereby certify that: 1. He is the duly elected and acting President and Chief Executive Officer of ATRM Holdings, a Minnesota corporation (the “Corporation”). 2. Pursuant |
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| October 4, 2017 |
EX-10.2 4 ex10-2.htm Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and together with L |
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| October 4, 2017 |
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): September 29, 2017 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission |
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| October 4, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 18)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| October 4, 2017 |
EX-99.1 2 ex991to13da1809482019100317.htm EXCHANGE AGREEMENT, DATED SEPTEMBER 29, 2017 Exhibit 99.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a D |
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| October 4, 2017 |
EX-99.2 3 ex992to13da1809482019100317.htm REGISTRATION RIGHTS AGREEMENT, DATED SEPTEMBER 29, 2017 Exhibit 99.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest |
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| September 22, 2017 |
EX-21.1 6 ex21-1.htm Exhibit 21.1 Subsidiaries of ATRM Holdings, Inc. 1. KBS Builders, Inc., organized under the laws of Delaware 2. Aetrium Corporation, organized under the laws of Minnesota 3. Glenbrook Buildings Supply, Inc., organized under the laws of Delaware 4. EdgeBuilder, Inc., organized under the laws of Delaware |
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| September 22, 2017 |
ATRM / ATRM Holdings, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM Holdings, inc. (Exac |
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| September 22, 2017 |
EX-4.1 3 ex4-1.htm Exhibit 4.1 |
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| September 22, 2017 |
Exhibit 10.14 LOAN AND SECURITY AGREEMENT BETWEEN GERBER FINANCE INC. as Lender EDGEBUILDER, INC. and GLENBROOK BUILDING SUPPLY, INC., as Borrowers and Credit Parties and ATRM HOLDINGS, INC. KBS BUILDERS, INC., and MAINE MODULAR HAULERS, INC. as Guarantors and Credit Parties Dated: October 4, 2016 Table of Contents I. DEFINITIONS 1 1.1 General Definitions. 1 1.2 Accounting Terms. 17 1.3 Other Term |
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| September 22, 2017 |
EX-2.5 2 ex2-5.htm Exhibit 2.5 EXECUTION VERSION ASSET PURCHASE AGREEMENT BY AND AMONG ATRM HOLDINGS, INC., EDGEBUILDER, INC., Glenbrook Building Supply, Inc., EDGEBUILDER WALL PANELS, INC., GLENBROOK LUMBER & SUPPLY, INC. AND THE INDIVIDUALS LISTED ON THE SIGNATURE PAGE HERETO Dated as of October 4, 2016 Table of Contents (continued) Page ARTICLE I DEFINITIONS 1 1.1 Certain Definitions 1 ARTICLE |
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| September 22, 2017 |
EX-10.15 5 ex10-15.htm Exhibit 10.15 LOAN AND SECURITY AGREEMENT BETWEEN GERBER FINANCE INC. as Lender EDGEBUILDER, INC. and GLENBROOK BUILDING SUPPLY, INC., as Borrowers and Credit Parties and ATRM HOLDINGS, INC. KBS BUILDERS, INC. and MAINE MODULAR HAULERS, INC., as Guarantors and Credit Parties Dated: October 4, 2016 Table of Contents Page I. DEFINITIONS 1 1.1 General Definitions. 1 1.2 Account |
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| July 6, 2017 |
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): June 30, 2017 ATRM Holdings, Inc. (Exact name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 6, 2017 |
SC 13D/A 1 e616360sc13da-lonestar.htm AMENDMENT NO. 17 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 17)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per sha |
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| July 6, 2017 |
begin 644 e616360ex99-1.pdf M)5!$1BTQ+C8-)>+CS],-"C0T(# @;V)J#3P\+TQI;F5A2F(M1]$+ !Q T"LW2!6/9"XOX6! MB9$!Q&5@8&3ZS[CF/T" 0!\'0P #0IE;F1S=')E86T-96YD;V)J#7-T87)T M>')E9@T*, T*)25%3T8-"B @(" @(" -"C8P(# @;V)J#3P\+T9I;'1EJ7V?WC MWKU[ T@)JC!01(R!=?)$(,T-Q#Q@8W8 #0H&VJ+'])'I+3,[TPNF&%LP(# @-C$R M+C @-SDR+C!=+U!A'0O26UA M9V5"72]83V)J96-T/#PO26TP(#4V(# @4CX^/CXO4F]T871E(# O5'EP92]0 M86=E/CX-96YD;V)J#30W |
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| May 26, 2017 |
ATRM Holdings, Inc. Pro Forma Condensed Combined Consolidated Balance Sheet September 30, 2016 EX-99.3 5 ex99-3.htm Exhibit 99.3 ITEM 9.01 (b) UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On October 4, 2016, ATRM Holdings, Inc. (“ATRM” or the “Company”), through its wholly-owned subsidiaries Glenbrook Building Supply, Inc. (“Glenbrook”) and EdgeBuilder, Inc. (“EdgeBuilder”), acquired certain assets of Glenbrook Lumber & Supply, Inc. and EdgeBuilder Wall Panels, Inc. (collect |
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| May 26, 2017 |
EX-99.2 4 ex99-2.htm Exhibit 99.2 GLENBROOK LUMBER & SUPPLY, INC. AND EDGEBUILDER WALL PANELS, INC. CONDENSED COMBINED FINANCIAL STATEMENTS CONDENSED COMBINED BALANCE SHEETS September 30, 2016 December 31, 2015 (Unaudited) ASSETS Current assets: Cash $ — $ 96,730 Restricted cash — 30,333 Accounts receivable, net of allowance for doubtful accounts 1,623,384 2,050,720 Costs and estimated profit in e |
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| May 26, 2017 |
EX-99.1 3 ex99-1.htm Exhibit 99.1 ITEM 9.01 (a) - AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF BUSINESS ACQUIRED Independent Auditor’s Report To the Board of Directors and Shareholders of ATRM Holdings, Inc. We have audited the accompanying combined financial statements of Glenbrook Lumber & Supply, Inc. and EdgeBuilder Wall Panels, Inc. (Minnesota corporations), which comprise the combined balanc |
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| May 26, 2017 |
Financial Statements and Exhibits 8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 4, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Juri |
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| April 6, 2017 |
8-K 1 form8k0966300204062017.htm 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): March 31, 2017 ATRM Holdings, Inc. (Exact name of registrant as specified in its charter) Minnesota 001-36318 41-1439182 (State or Other Jurisdiction |
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| April 6, 2017 |
ATRM HOLDINGS, INC. PROMISSORY NOTE Exhibit 99.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO TH |
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| April 6, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No.16)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERWE |
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| April 6, 2017 |
[SIGNATURE PAGE TO SECURITIES PURCHASE AGREEMENT] Exhibit 99.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 31, 2017, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds promissory notes of the Company, (i) dated October 4, 2016, under which $2,058,667 in principal remains outstandin |
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| March 31, 2017 |
SEC FILE NUMBER 001-36318 CUSIP NUMBER 04964A103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 23, 2016 |
2014 Incentive Plan (as amended) Article 1 Establishment and Purpose 1.1 Establishment of the Plan. ATRM Holdings, Inc., a Minnesota corporation (the ?Company?), hereby establishes an incentive compensation plan (the ?Plan?), as set forth in this document. 1.2 Purpose of the Plan. The purpose of the Plan is to promote the success and enhance the value of the Company by linking the personal interes |
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| November 23, 2016 |
Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): November 17, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorpora |
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| November 21, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 15, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission |
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| November 21, 2016 |
ATRM REPORTS THIRD QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM REPORTS THIRD QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 St. Paul, Minn (11/15/16)—ATRM Holdings, Inc. (OTCQX: ATRM) (“ATRM” or the “Company”) today reported financial results for its third quarter ended September 30, 2016 and its outlook for the remainder of fiscal year 2016. Company Operations and EBGL Acquisition: Through the end of the third qu |
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| November 15, 2016 |
EX-4.1 2 ex4-1.htm AMENDMENT NO. 1 to PROMISSORY NOTE of ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED APRIL 1, 2014 FBO LONE STAR VALUE INVESTORS, LP (THE “NOTE”) the referenced note is subject to the provisions of a certain Subordination Agreement dated February 23, 2016 in favor of Gerber Finance, Inc. THIS AMENDMENT NO. 1 to the Note, dated as of August 12, 2016 (this “Amendment”), is |
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| November 15, 2016 |
ATRM Holdings (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| November 15, 2016 |
EX-4.2 3 ex4-2.htm AMENDMENT NO. 1 to PROMISSORY NOTES of ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED JULY 21, 2014 FBO Lone Star Value Co-Invest I, LP DATED SEPTEMBER 19, 2014 FBO Lone Star Value Co-Invest I, LP (COLLECTIVELY, THE “NOTES”) Each of the Notes is subject to the provisions of a certain Subordination Agreement dated February 23, 2016 in favor of Gerber Finance, Inc. THIS AM |
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| November 15, 2016 |
NT 10-Q 1 nt10-q.htm SEC FILE NUMBER 001-36318 CUSIP NUMBER 04964A103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2016 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F |
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| October 21, 2016 |
DEF 14A 1 def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminar |
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| October 11, 2016 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 Securities PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October 4, 2016, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, the Company desires financing for the purchase of certain assets of EdgeBuilder Wall Panels, Inc. and Glenbr |
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| October 11, 2016 |
ATRM ACQUIRES CERTAIN ASSETS OF EDGEBUILDER WALL PANELS, INC. AND GLENBROOK LUMBER & SUPPLY, INC. EX-99.1 4 ex99-1.htm Exhibit 99.1 ATRM ACQUIRES CERTAIN ASSETS OF EDGEBUILDER WALL PANELS, INC. AND GLENBROOK LUMBER & SUPPLY, INC. Transaction Highlights: ● Acquired businesses generated revenues of $14 million in 2015; expected to grow going forward ● Consideration includes $4.0 million in cash, $1.0 million in potential earn-out and 100,000 shares of ATRM common stock ● Fully-financed at closin |
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| October 11, 2016 |
8-K 1 form8-k.htm 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): October 4, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporati |
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| October 11, 2016 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, |
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| October 7, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 15)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| October 7, 2016 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October 4, 2016, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, the Company desires financing for the purchase of certain assets of EdgeBuilder Wall Panels, Inc. and Glenbrook Lumber & Supply, |
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| October 7, 2016 |
ATRM HOLDINGS, INC. PROMISSORY NOTE Exhibit 99.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO TH |
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| September 12, 2016 |
8-K 1 form8-k.htm 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): September 7, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorpora |
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| August 17, 2016 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): August 15, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporati |
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| August 17, 2016 |
ATRM REPORTS SECOND QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM REPORTS SECOND QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 St. Paul, Minn (08/15/16)—ATRM Holdings, Inc. (OTCQX: ATRM) (“ATRM” or the “Company”) today reported financial results for its second quarter ended June 30, 2016 and its outlook for the remainder of fiscal year 2016. Company Operations: The modular construction business based in South Paris, |
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| August 16, 2016 |
EX-99.6 3 ex996to13da1409482019081616.htm AMENDMENT NO. 1 TO THE CO-INVEST NOTES, DATED AUGUST 12, 2016 Exhibit 99.6 AMENDMENT NO. 1 TO PROMISSORY NOTES OF ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED JULY 21, 2014 FBO LONE STAR VALUE CO-INVEST I, LP DATED SEPTEMBER 19, 2014 FBO LONE STAR VALUE CO-INVEST I, LP (COLLECTIVELY, THE “NOTES”) EACH OF THE NOTES IS SUBJECT TO THE PROVISIONS OF |
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| August 16, 2016 |
EX-99.7 4 ex997to13da1409482019081616.htm JOINT FILING AGREEMENT, DATED AUGUST 16, 2016 Exhibit 99.7 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of c |
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| August 16, 2016 |
EX-99.5 2 ex995to13da1409482019081616.htm AMENDMENT NO. 1 TO THE LS PROMISSORY NOTE, DATED AUGUST 12, 2016 Exhibit 99.5 AMENDMENT NO. 1 TO PROMISSORY NOTE OF ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED APRIL 1, 2014 FBO LONE STAR VALUE INVESTORS, LP (THE “NOTE”) THE REFERENCED NOTE IS SUBJECT TO THE PROVISIONS OF A CERTAIN SUBORDINATION AGREEMENT DATED FEBRUARY 23, 2016 IN FAVOR OF GERB |
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| August 16, 2016 |
EX-99.7 4 ex997to13da1409482019081616.htm JOINT FILING AGREEMENT, DATED AUGUST 16, 2016 Exhibit 99.7 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of c |
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| August 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 14)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| August 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 14)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| August 16, 2016 |
EX-99.6 3 ex996to13da1409482019081616.htm AMENDMENT NO. 1 TO THE CO-INVEST NOTES, DATED AUGUST 12, 2016 Exhibit 99.6 AMENDMENT NO. 1 TO PROMISSORY NOTES OF ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED JULY 21, 2014 FBO LONE STAR VALUE CO-INVEST I, LP DATED SEPTEMBER 19, 2014 FBO LONE STAR VALUE CO-INVEST I, LP (COLLECTIVELY, THE “NOTES”) EACH OF THE NOTES IS SUBJECT TO THE PROVISIONS OF |
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| August 15, 2016 |
ATRM Holdings (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-3631 |
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| August 15, 2016 |
ATRM Holdings (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-3631 |
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| June 7, 2016 |
ATRM Holdings (Current Report/Significant Event) 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): June 1, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission File |
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| May 17, 2016 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 8-K 1 form8-k.htm 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 16, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) |
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| May 17, 2016 |
ATRM REPORTS FIRST QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM REPORTS FIRST QUARTER 2016 RESULTS AND OUTLOOK FOR FISCAL YEAR 2016 St. Paul, Minn (05/16/16)—ATRM Holdings, Inc. (OTCQX: ATRM) (“ATRM” or the “Company”) today reported financial results for its first quarter ended March 31, 2016 and its outlook for the remainder of fiscal year 2016. Company Operations: The modular construction business based in South Paris, |
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| May 16, 2016 |
ATRM Holdings (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-363 |
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| May 16, 2016 |
EX-10.1 2 ex10-1.htm LOAN AND SECURITY AGREEMENT BETWEEN GERBER FINANCE INC. as Lender KBS BUILDERS, INC. MAINE MODULAR HAULERS, INC. as Borrowers and ATRM HOLDINGS, INC. as Credit Party Dated: February 23, 2016 Table of Contents Page I. DEFINITIONS 1 1.1 General Definitions 1 1.2 Accounting Terms 17 1.3 Other Terms 17 1.4 Rules of Construction 17 II. LOANS 18 2.1 Revolving Credit Advances. 18 III |
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| March 31, 2016 |
ATRM REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS AND OUTLOOK FOR 2016 Exhibit 99.1 ATRM REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS AND OUTLOOK FOR 2016 St. Paul, Minn (03/31/16)?ATRM Holdings, Inc. (OTCQX: ATRM) (?ATRM? or the ?Company?) today reported financial results for its fiscal fourth quarter and year ended December 31, 2015 and its outlook for fiscal year 2016. Company Operations: KBS Builders, Inc. (?KBS?), the modular construction business acquired |
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| March 31, 2016 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): March 31, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporatio |
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| March 30, 2016 |
Subsidiaries of ATRM Holdings, Inc. EXHIBIT 21.1 Subsidiaries of ATRM Holdings, Inc. 1. KBS Builders, Inc., organized under the laws of Delaware 2. Maine Modular Haulers, Inc., organized under the laws of Delaware 3. Aetrium Corporation, organized under the laws of Minnesota |
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| March 30, 2016 |
10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2015 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36318 ATRM |
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| February 29, 2016 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM HOLDINGS ANNOUNCES $4 MILLION CREDIT FACILITY FOR ITS MODULAR CONSTRUCTION BUSINESS AND OUTLOOK FOR 2016 St. Paul, Minn (2/25/16) – ATRM Holdings, Inc. (OTCQX: ATRM) today announced that its wholly-owned subsidiaries KBS Builders and Maine Modular Haulers, comprising its KBS modular construction business, have entered into a loan agreement with Gerber Finance |
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| February 29, 2016 |
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): February 23, 2016 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 001-36318 41-1439182 (State or other Jurisdiction of Incorporation) (Commission |
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| February 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 13)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| February 25, 2016 |
begin 644 ex991to13da1309482019022516.pdf M)5!$1BTQ+C0-)>+CS],-"C(U(# @;V)J#3P\+TQI;F5AE*;8N,\!@9# MUP,8 DBZF*&8@:&009!!C8%!ZR"8)\K -^,'D&8$XN, 08 J,,47@T*96YD M%LP(# @-C$R(#'0O26UA9V5#+TEM86=E0B]);6%G94E=+UA/8FIE8W0\/"]X M,B R.2 P(%(^/CX^+U)O=&%T92 P+U1Y<&4O4&%G93X^#65N9&]B:@TR." P M(&]B:@T\/"],96YG=&@@-C,^/G-T<0HQ(# @," Q(#(N,S,Y.3DV M(#,N-3$P,#$@8VT*-C W+C,R(# @," W.#0N.3@@," P(&-M"B]X,B!$;PI1 |
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| December 7, 2015 |
begin 644 ex991to13da1209482019_120715.pdf M)5!$1BTQ+C8-)>+CS],-"C4P(# @;V)J#3P\+TQI;F5AB83PQ\7)D:&0TS_&3L! @P 06P%U T*96YD%LP(# @-C$R(#1J1F$9VR,$-;WS#54<,GG"@0(, !,$@NO M#0IE;F1S=')E86T-96YD;V)J#34T(# @;V)J#3P\+T9I;'1E=0\)#0IE;F1S=')E86T-96YD;V)J#34U(# @;V)J M#3P\+T)I='-097)#;VUP;VYE;G0@,2]#;VQO7!E+TEM86=E+U1Y<&4O6$]B:F5C="]7:61T:" R-38P/CYS=')E86T- M"@ $P $ 3 * #.0 $ (F $ ,Y* * M #.0 ( _]_P+^_OZ |
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| December 7, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 12)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| December 7, 2015 |
ATRM Holdings (Current Report/Significant Event) 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): December 3, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission Fil |
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| November 16, 2015 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 8-K 1 form8-k.htm 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): November 16, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporati |
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| November 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-22166 ATRM HOLDINGS |
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| November 16, 2015 |
ATRM REPORTS THIRD QUARTER 2015 RESULTS AND OUTLOOK FOR FOURTH QUARTER Exhibit 99.1 ATRM REPORTS THIRD QUARTER 2015 RESULTS AND OUTLOOK FOR FOURTH QUARTER St. Paul, Minn (11/16/15)—ATRM Holdings, Inc. (OTCQX: ATRM) (“ATRM” or the “Company”) today reported financial results for its fiscal third quarter ended September 30, 2015 and its outlook for the fourth quarter. Highlights: ● Completed rights offering with net cash proceeds of approximately $3.0 million. ● Reduced |
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| November 6, 2015 |
8-K 1 form8-k.htm 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): November 2, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporatio |
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| November 6, 2015 |
DEF 14A 1 def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminar |
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| October 23, 2015 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): October 20, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission Fil |
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| September 18, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 11)1 ATRM Holdings, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 04964A103 (CUSIP Number) JEFFREY E. EBERW |
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| September 17, 2015 |
ATRM Announces COMPLETION OF RIGHTS OFFERING Raising approximately $3.0 million in new equity Exhibit 99.1 ATRM Announces COMPLETION OF RIGHTS OFFERING Raising approximately $3.0 million in new equity St. Paul, Minn (09/17/15) ? ATRM Holdings, Inc. (Nasdaq: ATRM) today announced the completion of its previously announced rights offering to holders of shares of its common stock, which expired at 5:00 p.m., Eastern Time, on September 16, 2015. The Company received subscriptions and over-subs |
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| September 17, 2015 |
Financial Statements and Exhibits, Other Events 8-K 1 form8-k.htm 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): September 17, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporat |
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| August 17, 2015 |
424B3 1 form424b3.htm Filed Pursuant to Rule 424(b)(3) Registration No. 333-205151 PROSPECTUS ATRM HOLDINGS, INC. Up to 1,246,473 Shares of Common Stock Issuable Upon the Exercise of Rights to Subscribe for such Shares at $3.00 per Share We are distributing, at no charge to our shareholders, non-transferable subscription rights to purchase up to an aggregate of 1,246,473 shares of our common stock |
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| August 14, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-22166 ATRM HOLDINGS, INC |
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| August 13, 2015 |
ATRM REPORTS SECOND QUARTER 2015 RESULTS AND OUTLOOK FOR SECOND HALF OF YEAR EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM REPORTS SECOND QUARTER 2015 RESULTS AND OUTLOOK FOR SECOND HALF OF YEAR St. Paul, Minn (08/13/15)—ATRM Holdings, Inc. (Nasdaq: ATRM) (“ATRM” or the “Company”) today reported financial results for its fiscal second quarter ended June 30, 2015 and its outlook for the remainder of fiscal 2015. Highlights: ● Negotiated $3.7 million reduction in debt and accrued i |
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| August 13, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 13, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission File |
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| August 11, 2015 |
CORRESP 1 filename1.htm 3050 Echo Lake Avenue, Suite 300 Mahtomedi, Minnesota 55115 August 11, 2015 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Tom Jones Re: ATRM Holdings, Inc. Registration Statement on Form S-1, as amended File No. 333-205151 Mr. Jones: The undersigned Registrant under the above-referenced |
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| August 7, 2015 |
S-1/A 1 forms-1a.htm As filed with the Securities and Exchange Commission on August 7 , 2015 Registration No. 333- 205151 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATRM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Minnesota 3825 41-1439182 (State or other juris |
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| August 7, 2015 |
Financial Statements and Exhibits, Other Events 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): August 7, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission File |
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| August 7, 2015 |
ATRM Announces TERMS FOR RIGHTS OFFERING EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM Announces TERMS FOR RIGHTS OFFERING St. Paul, Minn (08/07/15) — ATRM Holdings, Inc. (Nasdaq: ATRM) today announced that a Special Committee of its Board of Directors has set terms for its previously announced rights offering to holders of shares of its common stock. Upon commencement of the rights offering on August 17, 2015, the Company will distribute to it |
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| July 17, 2015 |
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): July 17, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission File N |
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| June 29, 2015 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 AGREEMENT THIS AGREEMENT (this “Agreement”), dated as of June 26, 2015, is made by and among ATRM Holdings, Inc. (f/k/a Aetrium Incorporated), a Minnesota corporation (“ATRM”), and KBS Builders, Inc., a Delaware corporation (“Purchaser”), on the one hand, and Modular Fun I, Inc. (f/k/a KBS Building Systems, Inc.), a Maine corporation, Modular Fun III, LLC (f/k/a M |
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| June 29, 2015 |
Exhibit 4.1 AMENDED AND RESTATED PROMISSORY NOTE $2,500,000.00 Kennebunk, Maine June 26, 2015 This Amended and Restated Promissory Note (this ?Note?) is issued by KBS BUILDERS, INC., a Delaware corporation (the ?Debtor?), to MODULAR FUN I, INC. (f/k/a KBS BUILDING SYSTEMS, INC.), a Maine limited corporation based in South Paris, Maine (the ?Holder?). RECITALS: A. The Debtor and the Holder have agr |
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| June 29, 2015 |
ATRM ANNOUNCES REDUCTION IN DEBT AND SETTLEMENT RELATED TO ACQUISITION OF KBS Exhibit 99.1 ATRM ANNOUNCES REDUCTION IN DEBT AND SETTLEMENT RELATED TO ACQUISITION OF KBS St. Paul, Minn (06/29/15)?ATRM Holdings, Inc. (Nasdaq: ATRM) (?ATRM? or the ?Company?) announced today that it has settled a dispute with the sellers of KBS (the ?Sellers?), the modular construction business that ATRM acquired in April 2014. Background Information Related to Settlement: ? In April 2014, ATRM |
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| June 29, 2015 |
8-K 1 form8-k.htm 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): June 26, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) |
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| June 22, 2015 |
As filed with the Securities and Exchange Commission on June 22, 2015 Registration No. |
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| June 22, 2015 |
FORM OF BENEFICIAL OWNER ELECTION FORM EX-99.5 8 ex99-5.htm Exhibit 99.5 FORM OF BENEFICIAL OWNER ELECTION FORM The undersigned acknowledge(s) receipt of your letter and the enclosed materials referred to therein relating to the distribution in a rights offering (the “Rights Offering”) by ATRM Holdings, Inc. (the “Company”) to the holders of record of its common stock, par value $0.001 (the “Common Stock”), as of 5:00 p.m., Eastern Tim |
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| June 22, 2015 |
Exhibit 99.2 FORM OF LETTER TO SHAREHOLDERS WHO ARE RECORD HOLDERS ATRM HOLDINGS, INC. Up To [?] Shares of Common Stock Issuable Upon the Exercise of Subscription Rights [?], 2015 Dear Shareholder: This notice is being distributed by ATRM Holdings, Inc. (the ?Company?) to all holders of record (the ?Record Holders?) of the Company?s common stock, par value $0.001 per share (the ?Common Stock?), as |
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| June 22, 2015 |
EX-4.7 2 ex4-7.htm |
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| June 22, 2015 |
FORM OF NOMINEE HOLDER ELECTION FORM Exhibit 99.6 FORM OF NOMINEE HOLDER ELECTION FORM The undersigned, a bank, broker, trustee, depositary or other nominee of non-transferable subscription rights (the ?Rights?) to purchase shares of common stock, par value $0.001 per share (the ?Common Stock?), of ATRM Holdings, Inc. (the ?Company?) pursuant to the rights offering (the ?Rights Offering?) described and provided for in the Company?s P |
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| June 22, 2015 |
Exhibit 99.1 FORM OF INSTRUCTIONS FOR USE OF SUBSCRIPTION RIGHTS CERTIFICATE ATRM HOLDINGS, INC. PLEASE DIRECT ANY QUESTIONS OR REQUESTS FOR ASSISTANCE TO INVESTORCOM, INC., THE COMPANY?S INFORMATION AGENT, BY EMAIL AT [email protected], BY TELEPHONE AT (877) 972-0090 OR BY MAIL AT INVESTORCOM, INC., 65 LOCUST AVENUE, NEW CANAAN, CT 06840 The following instructions relate to the distribution b |
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| June 22, 2015 |
FORM OF NOTICE OF IMPORTANT TAX INFORMATION EX-99.8 11 ex99-8.htm Exhibit 99.8 FORM OF NOTICE OF IMPORTANT TAX INFORMATION The tax information below is provided in connection with the prospectus of ATRM Holdings, Inc. (the “Company”), dated [●], 2015 (the “Prospectus”). Backup Withholding Under the United States federal income tax laws, dividend payments that may be made by the Company on shares of its common stock, par value $0.001 per sha |
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| June 22, 2015 |
EX-99.4 7 ex99-4.htm Exhibit 99.4 FORM OF LETTER TO CLIENTS OF NOMINEE HOLDERS ATRM HOLDINGS, INC. Up To [●] Shares of Common Stock Issuable Upon the Exercise of Subscription Rights [●], 2015 To Our Clients: Enclosed for your consideration are the Prospectus, dated [●], 2015 (the “Prospectus”), and the Instructions for Use of Subscription Rights Certificates and Election Form relating to the distr |
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| June 22, 2015 |
EX-99.7 10 ex99-7.htm Exhibit 99.7 FORM OF NOTICE OF GUARANTEED DELIVERY FOR SUBSCRIPTION RIGHTS CERTIFICATES ISSUED BY ATRM HOLDINGS, INC. This form must be used to exercise the non-transferable subscription rights (the “Rights”) to subscribe for and purchase shares of common stock, par value $0.001 per share (the “Common Stock”), of ATRM Holdings, Inc. (the “Company”), pursuant to the rights off |
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| June 22, 2015 |
Exhibit 99.3 FORM OF LETTER TO NOMINEE HOLDERS WHOSE CLIENTS ARE BENEFICIAL HOLDERS ATRM HOLDINGS, INC. Up To [?] Shares of Common Stock Issuable Upon the Exercise of Subscription Rights [?], 2015 To Securities Dealers, Commercial Banks, Trust Companies and Other Nominees: This letter is being distributed to securities dealers, commercial banks, trust companies and other nominees in connection wit |
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| June 5, 2015 |
8-K 1 form8-k.htm 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): June 1, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) ( |
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| June 3, 2015 |
EX-4.1 2 ex4-1.htm Exhibit 4.1 ATRM Holdings, Inc. (f/k/a Aetrium Incorporated) 2014 Incentive Plan Article 1 Establishment and Purpose 1.1 Establishment of the Plan. Aetrium Incorporated, a Minnesota corporation (the “Company”), hereby establishes an incentive compensation plan (the “Plan”), as set forth in this document. 1.2 Purpose of the Plan. The purpose of the Plan is to promote the success |
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| June 3, 2015 |
S-8 1 forms-8.htm As filed with the Securities and Exchange Commission on June 3, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATRM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1439182 (State of Incorporation) (I.R.S. Employer Identification N |
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| May 26, 2015 |
Other Events, Financial Statements and Exhibits 8-K 1 form8-k.htm 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 26, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) ( |
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| May 26, 2015 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 ATRM PROVIDES UPDATE ON KBS OPERATIONS AND OUTLOOK REGAINS COMPLIANCE WITH SEC REPORTING REQUIREMENTS St. Paul, Minn (05/26/15)—ATRM Holdings, Inc. (Nasdaq: ATRM) (“ATRM” or the “Company”) today provided an update on its KBS operations and outlook for the remainder of fiscal 2015 and announced that it recently regained compliance and is now current with its Securi |
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| May 20, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-22166 ATRM HOLDINGS, IN |
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| May 15, 2015 |
SEC FILE NUMBER 001-36318 CUSIP NUMBER 04964A103 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 12, 2015 |
Subsidiaries of ATRM Holdings, Inc. EX-21.1 2 ex21-1.htm EXHIBIT 21.1 Subsidiaries of ATRM Holdings, Inc. 1. KBS Builders, Inc., organized under the laws of Delaware 2. Maine Modular Haulers, Inc., organized under the laws of Delaware 3. Aetrium Corporation, organized under the laws of Minnesota |
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| May 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2014 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-22166 ATRM Holdings, inc. (Exac |
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| April 21, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000- |
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| April 17, 2015 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K 1 form8k.htm 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): April 14, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) |
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| April 10, 2015 |
ATRM HOLDINGS RECEIVES NASDAQ NOTIFICATION LETTER Exhibit 99.1 ATRM HOLDINGS RECEIVES NASDAQ NOTIFICATION LETTER St. Paul, Minn (4/10/15) ? ATRM Holdings, Inc. (Nasdaq: ATRM) (?ATRM? or the ?Company?) announced today that it received a notification letter from the Listing Qualifications Department of The NASDAQ Stock Market LLC (?Nasdaq?). The letter stated that the Company is not in compliance with Nasdaq?s Rule 5250(c)(1) for continued listing |
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| April 10, 2015 |
8-K 1 form8-k.htm 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): April 7, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) |
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| April 9, 2015 |
EX-99.1 3 ex99-1.htm Exhibit 99.1 ITEM 9.01 (a) - AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF BUSINESS ACQUIRED Independent Auditor’s Report To the Board of Directors and Shareholders of ATRM Holdings, Inc. We have audited the accompanying combined and consolidated financial statements of KBS Building Systems, Inc. (a Maine corporation) and Affiliates, which comprise the combined and consolidated |
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| April 9, 2015 |
Financial Statements and Exhibits 8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 2, 2014 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdic |
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| April 9, 2015 |
ATRM Holdings, Inc. Pro Forma Condensed Combined Consolidated Balance Sheet March 31, 2014 Exhibit 99.2 ITEM 9.01 (b) UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On April 2, 2014, ATRM Holdings, Inc. (?the Company?) , through its wholly-owned subsidiary KBS Builders, Inc., purchased substantially all of the assets and assumed most of the liabilities of KBS Building Systems, Inc. and Affiliates (?KBS?) related to KBS?s business of manufacturing, selling, and distributing |
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| April 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment No. 1) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-2216 |
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| February 27, 2015 |
FORM 8-K 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): February 25, 2015 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction (Commission (IRS Employ |
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| February 27, 2015 |
EX-10.1 3 ex10-1.htm Securities PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 25, 2015, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Investors, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser owns 167,885 shares of the Company’s common stock, par value $0.001 per share, and holds a promissory note of t |
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| February 27, 2015 |
EXHIBIT 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO THE |
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| December 8, 2014 |
Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF ATRM HOLDINGS, INC. The following is the Amended and Restated Articles of Incorporation of ATRM Holdings, Inc. (formerly, Aetrium Incorporated and previously, Automated Electronic Technology, Inc.), which supersede the Restated Articles of Incorporation filed with the State of Minnesota Department of State on July 29, 1987 and all amend |
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| December 8, 2014 |
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): December 4, 2014 ATRM Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Commission Fil |
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| November 21, 2014 |
8-K 1 form8k.htm CURRENT REPORT 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): November 19, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction |
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| November 21, 2014 |
Aetrium RECEIVES NASDAQ NOTIFICATION LETTER EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: November 21, 2014 CONTACT: Paul Askegaard Aetrium Incorporated (651) 704-1812 NASDAQ: ATRM Aetrium RECEIVES NASDAQ NOTIFICATION LETTER St. Paul, Minn (11/21/14) – Aetrium Incorporated (Nasdaq: ATRM) (“Aetrium” or the “Company”) announced today that it received a notification letter from the Listing Qualifications Department of The NASDAQ Stock Marke |
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| October 28, 2014 |
FORM 8-K 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): October 27, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction (Commission (IRS Employ |
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| October 23, 2014 |
ATRM / ATRM Holdings, Inc. DEF 14A - - DEFINITIVE PROXY STATEMENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] |
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| October 14, 2014 |
Unregistered Sales of Equity Securities 8-K 1 form8k.htm CURRENT REPORT 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): October 7, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction o |
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| October 9, 2014 |
ATRM / ATRM Holdings, Inc. PRE 14A - - PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] |
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| October 9, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 10)1 Aetrium Incorporated (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 00817R03 (CUSIP Number) JEFFREY E. EBERW |
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| September 22, 2014 |
EXHIBIT 4.1 Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFA |
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| September 22, 2014 |
FORM 8-K 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): September 18, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction of Incorporation) (Co |
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| September 22, 2014 |
EX-10.1 3 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Securities PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 19, 2014, by and between Aetrium Incorporated, a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser holds a promissory note of the Company, dated July 21, 2014, in the original prin |
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| August 19, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-22166 AETRIUM INCORPORAT |
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| August 15, 2014 |
AHPT / Atrium Hotel Portfolio Trust 2018-ATRM NT 10-Q - - NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-22166 CUSIP NUMBER 00817R202 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2014 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| July 25, 2014 |
Exhibit 10.1 Securities PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 21, 2014, by and between Aetrium Incorporated, a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”). WITNESSETH: WHEREAS, Lone Star Value Investors, LP (“Lone Star”), an affiliate of Purchaser, owns 60,588 shares of the Company’s common stock, par valu |
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| July 25, 2014 |
Exhibit 4.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO THE |
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| July 25, 2014 |
8-K 1 form8k.htm CURRENT REPORT 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): July 21, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction (Co |
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| June 2, 2014 |
- SPECIALIZED DISCLOSURE REPORT Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AETRIUM INCORPORATED (Exact name of the registrant as specified in its charter) Minnesota 0-22166 41-1439182 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 2350 Helen Street North St. Paul, Minnesota 55109 ( |
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| June 2, 2014 |
Exhibit 1.02 Exhibit 1.02 Aetrium Incorporated Conflict Minerals Report For the Reporting Period from January 1, 2013 to December 31, 2013 In Accordance with Rule 13p-1 This Conflict Minerals Report of Aetrium Incorporated (“Aetrium”), for calendar year 2013 is presented to comply with Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Section 1502”) and Rule 13p-1 und |
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| May 16, 2014 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K 1 form8k.htm CURRENT REPORT 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 12, 2014 AETRIUM INCORPORATED (Exact name of registrant as specified in its charter) Minnesota 0-22166 41-1439182 (State or Other Jurisdiction of I |
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| May 15, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8k.htm CURRENT REPORT 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 9, 2014 Aetrium Incorporated (Exact Name of Registrant as Specified in Its Charter) Minnesota 0-22166 41-1439182 (State or other Jurisdiction (Comm |
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| May 15, 2014 |
EXHIBIT 10.1 Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made as of the 9th day of May, 2014, by and between Aetrium Incorporated, a Minnesota corporation (the “Company”), and Lone Star Value Investors, LP (“Lone Star”). WITNESSETH WHEREAS, the Company and Lone Star entered into that certain Securities Purchase Agreement, dated as of April 1, |
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| May 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 Commission File No. 000-22166 AETRIUM INCORPORATED (Exact name of registrant as specified in its charter) Minnesota 41-1439182 (State or other jurisdiction of incorporation or organiza |
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| May 14, 2014 |
Aetrium Incorporated CONVERTIBLE PROMISSORY NOTE Exhibit 10.3 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THEY MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR |
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| May 14, 2014 |
EX-10.2 4 ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPIN |
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| May 14, 2014 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND AMONG Aetrium Incorporated, KBS BUILDERS, INC., KBS Building Systems, Inc., Maine Modular Haulers, LLC, ALL-SET, LLC, Paris Holdings, LLC AND Robert H. Farnham, JR. Dated as of April 2, 2014 Table of Contents Page ARTICLE I DEFINITIONS 1 1.1 Certain Definitions 1 ARTICLE II SALE AND PURCHASE OF ASSETS 8 2.1 Sale and Purchase of the Assets 8 2.2 Excluded |
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| May 14, 2014 |
EX-10.1 3 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Securities PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 1, 2014, by and between Aetrium Incorporated, a Minnesota corporation (the “Company”), and Lone Star Value Investors, LP (“Purchaser”). WITNESSETH: WHEREAS, Purchaser directly owns 60,588 shares of the Company’s common stock, par value $0.001 per share (“ |
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| April 28, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 8-K/A 1 form8k-a.htm AMENDMENT TO FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 To Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2014 AETRIUM incORPORATED (Exact name of registrant as specified in its charter) Minnesota 0-22166 41-1439182 |
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| April 25, 2014 |
8-K 1 form8k.htm CURRENT REPORT 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): April 21, 2014 AETRIUM INCORPORATED (Exact name of registrant as specified in its charter) Minnesota 0-22166 41-1439182 (State or Other Jurisdiction of |
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| April 25, 2014 |
Aetrium ANNOUNCES vALUE-ENHANCING TRANSACTION FOR its TEST HANDLER BUSINESS Exhibit 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: April 22, 2014 CONTACT: Paul Askegaard Aetrium Incorporated (651) 704-1812 NASDAQ: ATRM Aetrium ANNOUNCES vALUE-ENHANCING TRANSACTION FOR its TEST HANDLER BUSINESS St. Paul, Minn (04/22/14) – Aetrium Incorporated (Nasdaq: ATRM) (“Aetrium” or the “Company”) announced today that it had entered into an agreement with Boston Semi Automation LLC (“BSA”), |
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| April 25, 2014 |
EX-2.1 2 ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT Among Aetrium Incorporated, Boston Semi Automation LLC, and Boston Semi Equipment LLC (solely for purposes of Section 9.14) dated as of April 22, 2014 Table of Contents Page ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 10 Section 2.01 Purchase and Sale of Assets 10 Section 2.02 Excluded Assets 11 Section 2.03 Assumed Liabilities 12 Secti |
