Item
1.01
|
|
Entry
into a Material Definitive Agreement.
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As
previously disclosed, on August 3, 2018, Blonder Tongue Laboratories, Inc. (the “
Company
”) entered into an
Agreement of Sale (the “
Original Sale Agreement
”) with Jake Brown Rd LLC (the “
Buyer
”),
providing for the sale by the Company of its Old Bridge, New Jersey facility (the “
Old Bridge Facility
”), which
houses the Company’s principal manufacturing, engineering, sales and administrative functions, to the Buyer. Also as previously
disclosed, on September 20, 2018, the Company, at the Buyer’s request, agreed to extend the due diligence period under the
Sale Agreement until the close of business on October 4, 2018 (the “
First Amendment
,” and together with the
Original Sale Agreement, the “
Agreement
”). On October 4, 2018, through an exchange of emails, the due diligence
period was extended to the close of business on October 8, 2018. As further previously disclosed, on October 8, 2018, the Company
and the Buyer entered into a Second Amendment to Agreement of Sale (the “
Second Amendment
”). The Second Amendment,
among other things, included the parties’ acknowledgment that the due diligence period expired on October 8, 2018 and an
agreement that the closing of the sale and purchase of the Old Bridge Facility would occur, subject to the fulfillment by the
Seller of all conditions of closing under the Agreement, on or before January 10, 2019, unless on or before the close of business
on January 4, 2019, the Buyer (i) notified the Seller that it requires up to an additional 20 calendar days to close and (ii)
Buyer’s notice was accompanied by a non- refundable additional deposit of $150,000 (the “
Extension Deposit
”).
On
January 2, 2019, the Buyer provided notice to the Seller that it is exercising its right to extend the closing date for up to
an additional 20 calendar days. In connection with its notice, the Buyer paid the Extension Deposit to the Seller. As a result
of the notice, the Buyer has up to an additional 20 calendar days following January 10, 2019 to close the transaction.
“Safe
Harbor” Statement
The
information set forth above includes “forward-looking” statements and accordingly, the cautionary statements contained
in Blonder Tongue's Annual Report and Form 10-K for the year ended December 31, 2017 (See Item 1: Business, Item 1A: Risk Factors,
Item 3: Legal Proceedings and Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations),
and other filings with the Securities and Exchange Commission are incorporated herein by reference. The words “believe”,
“expect”, “anticipate”, “project”, “target”, “intend”, “plan”,
“seek”, “estimate”, “endeavor”, “should”, “could”, “may”
and similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to projections
for our future financial performance, our anticipated growth trends, if any, in our business, our expected use of the proceeds
of the transactions described herein and other characterizations of future events or circumstances are forward-looking statements.
Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only
as of the date hereof. Blonder Tongue undertakes no obligation to publicly revise these forward-looking statements to reflect
events or circumstances that arise after the date hereof. Blonder Tongue's actual results may differ from the anticipated results
or other expectations expressed in Blonder Tongue's “forward-looking” statements.