UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
(Address of principal executive offices)
(
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Title of Each Class |
| Trading Symbol(s) |
| Name of Each Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.02Termination of a Material Definitive Agreement.
Orion Group Holdings, Inc. (the “Company”) previously filed a Current Report on Form 8-K on February 20, 2024, announcing one of the Company’s subsidiaries entered into a contract (the “Land Sale Contract”) with Brixx Technologies LLC (“Brixx”) for the sale to Brixx of two parcels of land in Harris County, Texas (approximately 341.3 acres) (the “Property”), for a purchase price of approximately $34 million. The land sale was anticipated to close on or before June 14, 2024. On June 14, 2024, Brixx notified the Company that it was terminating the Land Sale Contract pursuant to the terms thereof.
Following the termination of the Land Sale Contract, the Company promptly entered into a new term sheet with a prospective new purchaser of the Property with a proposed closing date set for the third quarter of 2024, subject to customary closing conditions. However, there is no assurance that the sale of the Property will be consummated within that timeframe or at all.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: June 21, 2024
Orion Group Holdings, Inc. | ||