Ballantyne Strong Announces Proposed Public Offering of Common Stock
February 03 2021 - 4:15PM
Ballantyne Strong, Inc. (NYSE American: BTN) (“Ballantyne Strong”
or the “Company”) today announced that it intends to offer to sell
shares of its common stock in an underwritten public offering. All
of the shares of common stock are to be sold by the Company.
ThinkEquity, a division of Fordham Financial
Management, Inc., is acting as sole book-running manager for the
offering.
The Company expects to grant the underwriter a
45-day option to purchase up to an additional 15% of the number of
shares of common stock sold in this offering to cover
over-allotments, if any. The offering is subject to market
conditions and there can be no assurance as to whether or when the
offering may be completed, or as to the actual size or terms of the
offering.
The Company intends to use the net proceeds from
the offering primarily for general corporate purposes, which may
include working capital, capital expenditures, operational purposes
and potential acquisitions in complementary businesses.
The securities will be offered and sold pursuant
to a shelf registration statement on Form S-3 (File No.
333-238757), including a base prospectus, filed with the U.S.
Securities and Exchange Commission (the “SEC”) on May 28, 2020 and
declared effective on June 4, 2020. The offering will be made only
by means of a written prospectus. A preliminary prospectus
supplement and accompanying prospectus describing the terms of the
offering has been or will be filed with the SEC on its website at
www.sec.gov. Copies of the preliminary prospectus supplement and
the accompanying prospectus relating to the offering may also be
obtained from the offices of ThinkEquity, a division of Fordham
Financial Management, Inc., 17 State Street, 22nd Floor, New York,
New York 10004, by telephone at (877) 436-3673 or by email at
prospectus@think-equity.com. Before investing in this offering,
interested parties should read in their entirety the preliminary
prospectus supplement and the accompanying prospectus and the other
documents that the Company has filed with the SEC that are
incorporated by reference in such preliminary prospectus supplement
and the accompanying prospectus, which provide more information
about the Company and such offering.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such
state or jurisdiction.
About Ballantyne Strong,
Inc.Ballantyne Strong, Inc. is a diversified holding
company with operations and investments across a broad range of
industries. The Company’s Strong Entertainment segment includes the
largest premium screen supplier in North America and also provides
technical support services and other related products and services
to the cinema exhibition industry, theme parks and other
entertainment-related markets. Ballantyne Strong holds a $13
million preferred investment along with Google Ventures in
privately held Firefly Systems, Inc., which is rolling out a
digital mobile advertising network on rideshare and taxi fleets.
Finally, the Company holds a 30% ownership position in GreenFirst
Forest Products Inc. (TSX: GFP) which has recently completed an
investment in a sawmill and related assets, and a 21% ownership
position in FG Financial Group, Inc. (Nasdaq: FGF) which is
implementing business plans to operate as a diversified insurance,
reinsurance and investment management holding company.
Forward-Looking StatementsThis
press release includes forward-looking statements relating to the
business of the Company and the proposed offering that can be
identified by the use of forward-looking terminology such as
“believes,” “expects,” “anticipates,” “intends,” “will,” “may,”
“plans,” “would,” “could,” or similar expressions. Such
forward-looking statements involve a number of known and unknown
risks and uncertainties, including, but not limited to, those
discussed in the “Risk Factors” sections contained in Part I, Item
1A in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2019, Part II, Item 1A of our Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2020, under the
heading “Risk Factors” included in the preliminary prospectus
related to the proposed public offering filed with the SEC, and the
Company’s subsequent filings with the SEC, as well as the following
risks and uncertainties: market and other conditions and the
satisfaction of customary closing conditions related to the
Company’s offering of common stock; the negative impact that the
COVID-19 pandemic has already had, and may continue to have, on the
Company’s business and financial condition; the Company’s ability
to maintain and expand its revenue streams to compensate for the
lower demand for the Company’s digital cinema products and
installation services; potential interruptions of supplier
relationships or higher prices charged by suppliers; the Company’s
ability to successfully compete and introduce enhancements and new
features that achieve market acceptance and that keep pace with
technological developments; the Company’s ability to successfully
execute its capital allocation strategy or achieve the returns it
expects from these investments; the Company’s ability to maintain
its brand and reputation and retain or replace its significant
customers, challenges associated with the Company’s long sales
cycles; the impact of a challenging global economic environment or
a downturn in the markets (such as the current economic disruption
and market volatility generated by the ongoing COVID-19 pandemic);
economic and political risks of selling products in foreign
countries (including tariffs); risks of non-compliance with U.S.
and foreign laws and regulations, potential sales tax collections
and claims for uncollected amounts, cybersecurity risks and risks
of damage and interruptions of information technology systems; the
Company’s ability to retain key members of management and
successfully integrate new executives; the Company’s ability to
complete acquisitions, strategic investments, entry into new lines
of business, divestitures, mergers or other transactions on
acceptable terms, or at all; the impact of the COVID-19 pandemic on
the companies in which the Company holds investments; the Company’s
ability to utilize or assert its intellectual property rights; the
impact of natural disasters and other catastrophic events (such as
the ongoing COVID-19 pandemic); the adequacy of insurance; the
impact of having a controlling stockholder and vulnerability to
fluctuation in the Company’s stock price. Given the risks and
uncertainties, readers should not place undue reliance on any
forward-looking statement and should recognize that the statements
are predictions of future results which may not occur as
anticipated. Many of the risks listed above have been, and may
further be, exacerbated by the COVID-19 pandemic, its impact on the
cinema and entertainment industry, and the worsening economic
environment. Actual results could differ materially from those
anticipated in the forward-looking statements and from historical
results, due to the risks and uncertainties described herein, as
well as others not now anticipated. New risk factors emerge from
time to time and it is not possible for management to predict all
such risk factors, nor can it assess the impact of all such factors
on our business or the extent to which any factor, or combination
of factors, may cause actual results to differ materially from
those contained in any forward-looking statements. The
forward-looking statements contained in this press release reflect
our current views with respect to future events, and, except where
required by law, the Company assumes no obligation to update,
withdraw or revise any forward-looking statements to reflect actual
results or changes in factors or assumptions affecting such
forward-looking statements. These forward-looking statements should
not be relied upon as representing our views as of any date
subsequent to the date of this release.
For Investor Relations
Inquiries:
Mark Roberson |
John Nesbett / Jennifer
Belodeau |
Ballantyne Strong - Chief
Executive Officer |
IMS Investor Relations |
704-994-8279 |
203-972-9200 |
IR@btn-inc.com |
jnesbett@institutionalms.com |
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