Form 8-K

 

 

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): August 31, 2017

 

 

EMERSON RADIO CORP.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-07731   22-3285224

(State Or Other

Jurisdiction Of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3 University Plaza, Suite 405, Hackensack, NJ   07601
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (973) 428-2000

 

 

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))

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 Other Events.

On August 31, 2017, Emerson Radio Corp. (the “Company”) entered into a Purchase Agreement with BML Investment Partners, L.P. (“Seller”), pursuant to which the Company purchased 2,000,000 shares of its common stock from Seller for an aggregate purchase price of $3 million. The purchase of the shares was made pursuant to the Company’s existing stock repurchase program and funded with cash on hand. The repurchased shares will be held in treasury.

The foregoing summary of the Purchase Agreement is qualified in its entirety by reference to the text of the Purchase Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.    Description.
10.1    Purchase Agreement, dated August 31, 2017.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

EMERSON RADIO CORP.
By:  

/s/ Barry Smith

  Name: Barry Smith
  Title: Treasurer

Dated: September 5, 2017


EXHIBIT INDEX

 

Exhibit No.    Description.
10.1    Purchase Agreement, dated August 31, 2017.