Current Report Filing (8-k)
March 11 2019 - 6:04AM
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
Date of Report (Date of earliest event reported): March 7, 2019
REVOLUTION LIGHTING TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-23590
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59-3046866
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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177 Broad Street,
Stamford, Connecticut
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06901
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (203)
504-1111
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to
Rule 14a-12
under the Exchange Act
(17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to
Rule 14d-2(b)
under the Exchange Act
(17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to
Rule 13e-4(c)
under the Exchange Act
(17 CFR 240.13e-4(c))
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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 1.01
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Entry into a Material Definitive Agreement
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On March 7, 2019, the Special Committee of the Board of Directors of Revolution Lighting Technologies, Inc. (the Company) received a letter
from RVL 1, LLC, an affiliate of Robert V. LaPenta, Sr., the Companys Chairman, CEO and President, notifying the Company that it is withdrawing its prior proposal to acquire all of the outstanding shares of the Companys common
stock and pursue a going-private transaction. A copy of the letter has been filed as Exhibit 99.1 to this Current Report on Form
8-K
and is incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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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.
Date: March 8, 2019
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REVOLUTION LIGHTING
TECHNOLOGIES, INC.
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By:
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/s/ James A. DePalma
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James A. DePalma
Chief Financial Officer
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