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): September 20, 2018
Blonder Tongue Laboratories, Inc.
(Exact Name of registrant as specified in its charter)
Delaware | 1-14120 | 52-1611421 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
One Jake Brown Road, Old Bridge, New Jersey 08857
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (732) 679-4000
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:
☐ 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 | Entry into a Material Definitive Agreement. |
As previously disclosed, on August 3, 2018, Blonder Tongue Laboratories, Inc. (the “ Company ”) entered into an Agreement of Sale (the “ Sale Agreement ”) with Jake Brown Rd LLC (the “ Buyer ”), providing for the sale by the Company of its Old Bridge, New Jersey facility (the “ Old Bridge Facility ”), which houses the Company’s principal manufacturing, engineering, sales and administrative functions, to the Buyer. One of the conditions to the completion of the transactions contemplated by the Sale Agreement is Buyer’s completion of certain due diligence matters. Buyer has requested, and the Company has agreed, to extend the due diligence period under the Sale Agreement (the “ Extension ”) until the close of business on October 4, 2018.
The foregoing description of the Extension is qualified in its entirety by reference to the letter agreement acknowledging the Extension, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
“Safe Harbor” Statement
The information set forth above includes “forward-looking” statements and accordingly, the cautionary statements contained in Blonder Tongue's Annual Report and Form 10-K for the year ended December 31, 2017 (See Item 1: Business, Item 1A: Risk Factors, Item 3: Legal Proceedings and Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations), and other filings with the Securities and Exchange Commission are incorporated herein by reference. The words “believe”, “expect”, “anticipate”, “project”, “target”, “intend”, “plan”, “seek”, “estimate”, “endeavor”, “should”, “could”, “may” and similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to projections for our future financial performance, our anticipated growth trends, if any, in our business, our expected use of the proceeds of the transactions described herein and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. Blonder Tongue undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Blonder Tongue's actual results may differ from the anticipated results or other expectations expressed in Blonder Tongue's “forward-looking” statements.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits. The following exhibit is filed herewith:
Exhibit No. | Description | |
10.1 | Extension Letter Agreement. |
1
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.
BLONDER TONGUE LABORATORIES, INC. | ||
By: | /s/ Eric Skolnik | |
Eric Skolnik | ||
Senior Vice President and Chief Financial Officer |
Date: September 21, 2018
2
EXHIBIT INDEX
Exhibit No. | Description | |
10.1 | Extension Letter Agreement. |
3
Exhibit 10.1
One
Jake Brown Road, Old Bridge NJ 08857
Phone: 732-679-4000 | Fax: 732-679-4353 www.blondertongue.com | www.rldrake.com |
September 20, 2018
Sent by UPS
Jake Brown Rd, LLC
c/o Saadia Group
1 West 34th Street, 11th Floor
New York, NY 10001
Attention: Jack Saadia
RE: | Extension of Due Diligence Period |
Agreement of Sale dated August , 2018 between Blonder Tongue
Laboratories, Inc. as “Seller” and Jake Brown Rd, LLC as “Buyer”
Property: One Jake Brown Road, Old Bridge, NJ
Dear Mr. Saadia:
This confirms that the expiration date of the Due Diligence Period defined in the above referenced Agreement of Sale has been extended by mutual agreement of the parties until the close of business on Thursday, October 4, 2018.
Sincerely yours, | |
/s/ Eric S. Skolnik | |
Eric S. Skolnik | |
Senior Vice President / Chief Financial Officer |
cc (via UPS): | Montgomery McCracken Walker & Rhoads |
437 Madison Avenue, New York, NY 10022 | |
Attention: Jeffrey Dayon, Esq. |
© Blonder Tongue Laboratories, Inc. | (800) 523-6049 | www.blondertongue.com © R.L. Drake Holdings, LLC | (800) 777-8876 | www.rldrake.com