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 16, 2020

 

YUNHONG CTI LTD.

(Exact name of registrant as specified in charter)

 

Illinois

 

000-23115

 

36-2848943

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

22160 N. Pepper Road Lake Barrington, IL 60010

(Address of principal executive offices) (Zip Code)

 

(847) 382-1000

(Registrant’s telephone number, including area code)

 

CTI Industries Corporation

(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 Stock

 

CTIB

 

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

 

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 mart 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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On March 12, 2020, Yunhong CTI Ltd. (the “Company”) filed an amendment (the “Amendment”) to its Articles of Incorporation to change the Company’s name from CTI Industries Corporation to Yunhong CTI Ltd. (the “Name Change”). The Company’s stock symbol will remain “CTIB” and the new CUSIP number for the Company’s common stock following the Name Change is 98873Q 100.

 

A copy of the Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 8.01 Other Events.

 

On March 16, 2020, the Company issued a press release announcing the Name Change. A copy of the press release is attached hereto and incorporated herein by reference in its entirety as Exhibit 99.1.

 

Item 9.01   Financial Statements And Exhibits.

 

(d) Exhibits

 

The exhibits listed below are furnished as Exhibits to this Current Report on Form 8-K.

 

Exhibit No.

 

Description

3.1

99.1

 

Articles of Amendment

Press release, dated March 16, 2020

 

 

 

 

 

 

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 16, 2020

 

 

CTI INDUSTRIES CORPORATION

 

 

 

By:

/s/ Frank Cesario

 

 

Frank Cesario

 

 

President, Chief Executive Officer and Chief Financial Officer

 

Exhibit 3.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.1

 

CTI Industries Announces Corporate Name Change to Yunhong CTI Ltd.

 

ACCESSWIRE March 16, 2020

 

LAKE BARRINGTON, IL / ACCESSWIRE / March 16, 2020 / CTI Industries Corporation (Nasdaq:CTIB) ("CTI" or the "Company"), a leading manufacturer of custom film products, foil and latex novelty balloons, and flexible packaging products, announced today that it has completed its previously announced corporate name change from CTI Industries Corporation to Yunhong CTI Ltd.. The company's common stock remains listed on the Nasdaq and will continue to trade under the symbol CTIB.

 

"The change of our legal name is the next step in the Yunhong CTI evolution and will make our branding consistent across all audiences as we continue to execute on our strategic plan to create a leaner, more focused and profitable operation," said Frank Cesario, President and CEO of Yunhong CTI Ltd.

 

"I am very excited to be a part on this new chapter to come on Yunhong CTI and to support the company and the officers in the executing of the strategic plan to grow the business. We remain confident about the future and eager to support the company in this journey," said Yubao Li, Director of Yunhong CTI Ltd.

 

About Yunhong CTI Ltd.

 

Yunhong CTI Ltd. is one of the leading manufacturers and marketers of foil balloons and produces laminated and printed films for commercial uses. Yunhong CTI also distributes Candy Blossoms and other gift items and markets its products throughout the United States and in several other countries. For more information about our business, visit our corporate website at www.ctiindustries.com.

 

 

 

Forward Looking Statements

 

Statements made in this release that are not historical facts are "forward-looking" statements (within the meaning of Section 21E of the Securities Exchange Act of 1934) that involve risks and uncertainties and are subject to change at any time. These "forward-looking" statements may include, but are not limited to, statements containing words such as "may," "should," "could," "would," "expect," "plan," "goal," "anticipate," "believe," "estimate," "predict," "potential," "continue," or similar expressions. We have based these forward-looking statements on our current expectations and projections about future results. Although we believe that our opinions and expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements, and our actual results may differ substantially from statements made herein. We cannot anticipate the duration of increased tariffs between the United States and other countries, particularly China. We do not know whether we will be successful in passing such additional costs through to customers. Our future plans anticipate the successful completion of the financing described above. Any failure to do so would have a negative impact on our financial condition. More information on factors that could affect CTI's business and financial results are included in its public filings made with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

 

CONTACT:
Yunhong CTI Ltd.
Frank Cesario
Chief Financial Officer and Chief Executive Officer
(847) 620-1439
fcesario@ctiindustries.com

 

SOURCE: CTI Industries