Current Report Filing (8-k)
March 12 2020 - 8:19AM
Edgar (US Regulatory)
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
March
12, 2020
Date
of Report (Date of earliest event reported)
BALLANTYNE
STRONG, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
1-13906
|
|
47-0587703
|
(State
or other jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
incorporation or organization)
|
|
File
No.)
|
|
Identification
Number)
|
4201
Congress Street, Suite 175
|
|
|
Charlotte,
North Carolina
|
|
28209
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
(704)
994-8279
(Registrant’s
telephone number including area code)
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 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:
Title
of Each Class
|
|
Trading
Symbol(s)
|
|
Name
of Each Exchange on Which Registered
|
Common
Shares, $.01 par value
|
|
BTN
|
|
NYSE
American
|
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 Exchange Act. [ ]
Item
2.02 Results of Operations and Financial Condition
Ballantyne
Strong, Inc. (the “Company”) issued a press release on March 12, 2020 with earnings information for the Company’s
fourth fiscal quarter ended December 31, 2019. The press release is furnished with this Current Report on Form 8-K (this “Current
Report”) as Exhibit 99.1.
Item
7.01 Regulation FD Disclosure
The
information set forth under Item 2.02 of this Current Report is incorporated herein by reference. In addition, on March 12, 2020,
management of the Company plans to discuss the Company’s financial results for the fourth quarter ended December 31, 2019
and the Company’s business plan, strategy and outlook on an earnings conference call with analysts and investors. The supplemental
slides to be referenced during the conference call are attached as Exhibit 99.2.
The
information contained in Item 7.01 to this Current Report on Form 8-K, including the exhibit, is being “furnished”
and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated
by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such filing.
Forward
Looking Statements
Except
for the historical information this Current Report on Form 8-K and the exhibit to this Current Report on Form 8-K include forward-looking
statements which involve a number of risks and uncertainties, including but not limited to those discussed in the “Risk
Factors” section contained in Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2018, the Company’s
subsequent filings with the SEC, and the following risks and uncertainties: the Company’s ability to expand its revenue
streams, 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, the Company’s ability
to maintain its brand and reputation and retain or replace its significant customers, the impact of a challenging global economic
environment or a downturn in the markets, 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 Company’s ability to utilize or assert its intellectual property rights, the impact of natural disasters and other
catastrophic events (such as the ongoing Coronavirus outbreak emanating from China), the adequacy of insurance and the impact
of having a controlling stockholder. 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. 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. Except where required by law, the Company assumes no obligation to update forward-looking statements
to reflect actual results or changes in factors or assumptions affecting such forward-looking statements.
Item
9.01. Financial Statements and Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
|
BALLANTYNE
STRONG, INC.
|
|
|
|
Date:
March 12, 2020
|
By:
|
/s/
Mark D. Roberson
|
|
|
Mark
D. Roberson
|
|
|
Executive
Vice President and
Chief
Financial Officer
|
Ballantyne Strong (AMEX:BTN)
Historical Stock Chart
From Aug 2024 to Sep 2024
Ballantyne Strong (AMEX:BTN)
Historical Stock Chart
From Sep 2023 to Sep 2024