Current Report Filing (8-k)
May 15 2020 - 11:45AM
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): May 15, 2020
REDHAWK
HOLDINGS CORP.
(Exact
name of registrant as specified in its charter)
Nevada
|
|
000-54323
|
|
20-3866475
|
(State
of Incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S.
Employer
Identification
No.)
|
100
Petroleum Drive, Suite 200, Lafayette, Louisiana 70508
(Address
of principal executive offices) (Zip Code)
|
(337)269-5933
(Company's
telephone number, including area code)
120
Rue Beauregard, Suite 206, Lafayette, Louisiana 70508
(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:
☐
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 Securities Exchange Act of 1934:
Title
of each class
|
Trading
Symbol(s)
|
Name
of each exchange on which registered
|
None
|
N/A
|
N/A
|
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
8.01 Other Events
RedHawk
Holdings Corp. (the “Company”) is hereby relying on the Securities and Exchange Commission’s Order under Section
36 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Modifying Exemptions From the Reporting
and Proxy Delivery Requirements for Public Companies dated March 25, 2020 (Release No 34-88465) (the “Order”) to delay
the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 (the “March 31, 2020 Form 10-Q”)
due to circumstances related to COVID-19. In particular, COVID-19 has caused significant increases in our business activity resulting
in disruptions in our normal domestic and international interactions with our auditors. The Company has minimal accounting staff
and has historically provided its auditors with full access to workpapers and related information. Because the audit personnel
are now working remotely as much as possible, and relying on the Company’s minimal staff to furnish workpapers and other
documents, the Company’s ability to complete its review and file the March 31, 2020 Form 10-Q prior to its due date without
unreasonable expense is delayed. Notwithstanding the foregoing, the Company expects to file the March 31, 2020 Form 10-Q no later
than June 29, 2020 (which is 45 days from the March 31, 2020 Form 10-Q’s original filing deadline of May 15, 2020).
In
light of the current COVID-19 pandemic, the Company will be including the following Risk Factor in its March 31, 2020 Form 10-Q,
as may be updated to reflect subsequent events impacting the Company.
We
are unable to predict the impact of COVID-19 on the Company.
In
December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China, which has and is continuing to
spread throughout the world, including the United States. On March 11, 2020 the World Health Organization characterized the
spread of the coronavirus disease (“COVID-19”) as a “pandemic”. The significant reach of COVID-19 has
resulted in a widespread public health issue that has and will likely continue to adversely affect the economies worldwide,
and could adversely affect our business, results of operations and financial condition, including a decrease in demand for
our medical devices. Specifically, we believe sales of our SANDD mini™ needle incineration device to independent
school districts may be delayed, postponed or cancelled until schools resume normal operations. Demand for our newly released SANDD
Pro™ may be delayed, postponed or cancelled until hospital, clinics and physicians resume normal operations. While we
have expanded our portfolio of medical devices offered for sale with an aim to mitigate the expected adverse impact of
COVID-19 on our medical device sales, we cannot assure you this plan will be successful. The ultimate extent of the impact of
COVID-19 on our business, financial condition, results of operations and cash flows will depend on future developments, which
are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity (or lessening
thereof) of COVID-19 and actions taken to contain or prevent its further spread, among others. These and other potential
impacts of COVID-19 could therefore materially and adversely affect our business, financial condition, results of operations
and cash flows. As a result of these uncertainties, we are unable to predict the overall impact on our company at this time.
Our senior management will continue to monitor our situation, however, we expect that these factors and
others we have yet to experience will materially adversely impact the Company, its business and operations for the
foreseeable future.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed its behalf
by the undersigned hereunto duly authorized.
Date:
May 15, 2020
|
REDHAWK HOLDINGS CORP.
|
|
|
|
By:
|
/s/ G. Darcy Klug
|
|
Name:
|
G. Darcy Klug
|
|
Title:
|
Interim Chief Executive
Officer and Chief Financial Officer
|
RedHawk (CE) (USOTC:SNDD)
Historical Stock Chart
From Mar 2024 to Apr 2024
RedHawk (CE) (USOTC:SNDD)
Historical Stock Chart
From Apr 2023 to Apr 2024