Current Report Filing (8-k)

Date : 03/07/2019 @ 12:31PM
Source : Edgar (US Regulatory)
Stock : Real Goods Solar, Inc. (RGSE)
Quote : 0.2299  -0.0001 (-0.04%) @ 8:59PM

Current Report Filing (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): March 7, 2019

 

_________________________

 

REAL GOODS SOLAR, INC.

(Exact Name of Registrant as Specified in its Charter)

 

_________________________

 

Colorado 001-34044 26-1851813

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

110 16 th Street, Suite 300, Denver, CO 80202

(Address of Principal Executive Offices, Including Zip Code)

Registrant’s telephone number, including area code: (303) 222-8300

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

_________________________

 

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 (see General Instruction A.2. below):

 

¨ 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 communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 8.01 Other Events.

 

On March 7, 2019, Real Goods Solar, Inc. (the “Company”) issued a press release announcing it has commenced a process to explore strategic alternatives focusing on maximizing shareholder value. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

 

While we are exploring and evaluating strategic alternatives, we may not be successful in identifying or completing any strategic alternative and any such strategic alternative may not yield additional value for shareholders.

 

On March 7, 2019, we announced that we had commenced a process to explore strategic alternatives which could result in, among other things, a sale of the Company, a business combination such as a merger with another party, or a strategic investment financing which would allow the Company to continue its current business plan of commercializing POWERHOUSE™ solar shingles. Our exploration of strategic alternatives may not result in the identification or consummation of any transaction or other strategic alternative. In addition, we may incur substantial expenses associated with identifying and evaluating potential strategic alternatives. The process of exploring strategic alternatives may be time consuming and disruptive to our business operations, and if we are unable to effectively manage the process, our business, financial condition and results of operations could be adversely affected. Further, the announcement that we are evaluating strategic alternatives may negatively impact the market price of our Class A common stock, our businesses, our operating results and our employees, suppliers and customers. Any potential transaction or other strategic alternative and the related value or other terms would be dependent upon a number of factors that may be beyond our control, including, among other factors, market conditions, industry trends, the interest of third parties in our business, the availability of financing to potential buyers on reasonable terms and then need to obtain any required third-party consents. Lastly, there can be no assurance that any potential transaction or other strategic alternative if entered into or consummate will lead to the realization of any expected benefits to the Company or its shareholders or otherwise increase shareholder value.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
No.

 

Description

     
99.1   Press Release issued by Real Goods Solar, Inc. on March 7, 2019

  

 

 

 

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 hereunto duly authorized.

 

  REAL GOODS SOLAR, INC.
     
  By:    /s/ Alan Fine
    Alan Fine
    Chief Financial Officer

   

Date: March 7, 2019

 

 

 

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