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 8, 2021

(Exact name of registrant as specified in its charter)

1801 Bayberry Court

P. O. Box 18100

Richmond, VA 23226-8100 (Address and zip code of

principal executive offices)

Registrant’s telephone number, including area code: (804) 289-9600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company 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 Securities Act. ☐

On February 8, 2021, The Brink’s Company (the “Company”) completed a further portion of its previously announced acquisition of the majority of the cash operations of U.K-based G4S plc ("G4S"), pursuant to the Stock Purchase Agreements, dated as of February 26, 2020 (the “Stock Purchase Agreements”), between the Company and G4S.

Pursuant to the terms of the Stock Purchase Agreements, the Company, through one of more of its subsidiaries or affiliates, acquired a majority of the ownership interest in G4S Valuables Transportation (Macau) Limited, for approximately $52,350,000.

The foregoing description of the Stock Purchase Agreements is qualified in its entirety by reference to the Stock Purchase Agreements, as amended, which were filed as Exhibits 2.1, 2.2 and 2.3 to the Company’s Current Report on Form 8-K filed on July 10, 2020.

| Item 9.01. | Financial Statements and Exhibits. | | --- | --- || (a) | Financial Statements of Business Acquired | | | --- | --- | --- | | | The historical financial statements required by Item 9.01(a) of Form 8-K were filed with an amendment to the Company’s Current Report on Form 8-K, filed on April 10, 2020. The amendment was filed on Form 8-K/A on July 13, 2020. | | | (b) | Pro Forma Combined Financial Information | | | | The historical financial statements required by Item 9.01(b) of Form 8-K were filed with an amendment to the Company’s Current Report on Form 8-K, filed on April 10, 2020. The amendment was filed on Form 8-K/A on July 13, 2020. | | | (c) | Exhibits | | | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |

SIGNATURE

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 thereunto duly authorized.