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): February 14, 2011
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.) |
| |
|
|
|
| 85 Oxford Drive, Moonachie, New Jersey
|
|
07074 |
| |
| (Address of Principal Executive Offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: (973) 884-5800
Not Applicable
(Former Address, if changed since Last Report) (Zip Code)
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):
|
|
|
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
|
|
|
| Item 2.02. |
|
Results of Operations and Financial Condition. |
On February 14, 2011, Emerson Radio Corp. (the “Company”) issued a press release regarding its
results for the period ended December 31, 2010. A copy of this press release is being furnished as
Exhibit 99.1 to this Current Report on Form 8-K.
The information in this report under Item 2.02 is being furnished pursuant to Item 2.02 of
Form 8-K, insofar as it discloses historical information regarding the Company’s results of
operations and financial condition as of and for the period ended December 31, 2010. In accordance
with General Instructions B.2 of Form 8-K, the information in this Current Report on Form 8-K under
Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that
section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Forward Looking Statements
This Current Report on Form 8-K, including Exhibit 99.1, contains forward-looking statements
made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements typically are identified by use of terms such as “may,” “will,”
“should,” “plan,” “expect,” “anticipate,” “estimate” and similar words, although some
forward-looking statements are expressed differently. Forward-looking statements represent our
management’s judgment regarding future events. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable, the Company can give no assurance that
such expectations will prove to be correct. All statements other than statements of historical fact
included in this Current Report on Form 8-K are forward-looking statements. The Company cannot
guarantee the accuracy of the forward-looking statements, and you should be aware that the
Company’s actual results could differ materially from those contained in the forward-looking
statements due to a number of factors, including the statements under “Risk Factors” contained in
the Company’s reports filed with the Securities and Exchange Commission.
|
|
|
| Item 9.01. |
|
Financial Statements and Exhibits. |
(d) Exhibits
| |
|
|
|
Exhibit 99.1 —
|
|
Press release, dated February 14, 2011, regarding results
for the period ended December 31, 2010 (Exhibit 99.1 is
furnished as part of this Current Report on Form 8-K). |