Form 8-K BALLANTYNE STRONG, INC. For: Feb 03

 

 

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

 

February 3, 2021

Date of Report (Date of earliest event reported)

 

BALLANTYNE STRONG, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		1-13906		47-0587703
(State or other jurisdiction of		(Commission		(IRS Employer
incorporation or organization)		File No.)		Identification Number)

 

4201 Congress Street, Suite 175
Charlotte, North Carolina		28209
(Address of principal executive offices)		(Zip Code)

 

(704) 994-8279

(Registrant’s telephone number including area code)

 

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 (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 Shares, $.01 par value		BTN		NYSE American

 

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 2.02 Results of Operations and Financial Condition.

 

Preliminary Results for the Three Months Ended December 31, 2020

 

The preliminary results of operations of Ballantyne Strong, Inc. (the “Company,” “our,” “we” or “us”) for the three months ended December 31, 2020 are below.

 

Our fourth quarter 2020 net revenues are estimated to be approximately $5.9 to $6.1 million, compared to $10.6 million for the three months ended December 31, 2019, primarily due to the impact of COVID-19 on our Strong Entertainment businesses. Our operating loss during the three months ended December 31, 2020 is estimated to be approximately $0.6 to $0.9 million, compared to $0.2 million for the three months ended December 31, 2019.

 

In August 2020, we completed the sale of our Strong Outdoor business segment and in February 2021, we completed the sale of our Convergent Media Systems LLC business segment. As a result of these divestitures, Strong Outdoor and Convergent are classified as discontinued operations and are excluded from the preliminary fourth quarter 2020 estimates and the fourth quarter 2019 financial results included above.

 

The above estimated financial results are preliminary, based upon our estimates and subject to completion of financial and operating closing procedures for the three months ended December 31, 2020. They also represent only a summary of our financial results for such period and are not a comprehensive statement of such results. Final results reflected in our unaudited condensed consolidated financial statements as of and for the three months and year ended December 31, 2020 may differ materially from our estimated results, including as a result of the quarter-end and year-end closing procedures, audit adjustments and other related developments that may arise between now and the time our financial results for the three months and year ended December 31, 2020 are finalized. Our independent registered public accounting firm has not audited, reviewed or performed any procedures with respect to these preliminary results and, accordingly, does not express an opinion or any other form of assurance with respect to these estimates. In addition, these estimates as of and for the three months and year ended December 31, 2020 are not necessarily indicative of the results to be achieved for any future period.

 

Item 7.01 Regulation FD Disclosure.

 

As announced on February 3, 2021, we entered into a reseller agreement on February 2, 2021, with Blink Charging Co. (Nasdaq: BLNK) (“Blink”) to allow the Company to distribute Blink electric vehicle charging stations to cinemas, theme parks and other venues in the United States. A press release announcing entry into the agreement is furnished as Exhibit 99.1 hereto.

 

The information contained in Items 2.02 and 7.01 of this Current Report on Form 8-K is being “furnished” and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

 

Forward-Looking Statements

 

This Report may include forward-looking statements, which involve a number of known and unknown risks and uncertainties, including, but not limited to, those discussed in the “Risk Factors” sections contained in Part I, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, Part II, Item 1A of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020 and the Company’s subsequent filings with the Securities and Exchange Commission and the following risks and uncertainties: the negative impact that the COVID-19 pandemic has already had, and may continue to have, on the Company’s business and financial condition; the Company’s ability to maintain and expand its revenue streams to compensate for the lower demand for the Company’s digital cinema products and installation services; potential interruptions of supplier relationships or higher prices charged by suppliers; the Company’s ability to successfully compete and introduce enhancements and new features that achieve market acceptance and that keep pace with technological developments; the Company’s ability to successfully execute its capital allocation strategy; the Company’s ability to maintain its brand and reputation and retain or replace its significant customers; challenges associated with the Company’s long sales cycles; the impact of a challenging global economic environment or a downturn in the markets (such as the current economic disruption and market volatility generated by the ongoing COVID-19 pandemic); economic and political risks of selling products in foreign countries (including tariffs); risks of non-compliance with U.S. and foreign laws and regulations; potential sales tax collections and claims for uncollected amounts; cybersecurity risks and risks of damage and interruptions of information technology systems; the Company’s ability to retain key members of management and successfully integrate new executives; the Company’s ability to complete acquisitions, strategic investments, entry into new lines of business, divestitures (including the recent divestiture of Convergent Media Systems LLC), mergers or other transactions on acceptable terms, or at all; the Company’s ability to utilize or assert its intellectual property rights; the impact of natural disasters and other catastrophic events (such as the ongoing COVID-19 pandemic); the adequacy of insurance; and the impact of having a controlling stockholder and vulnerability to fluctuation in the market price of the Company’s common stock. Given the risks and uncertainties, readers should not place undue reliance on any forward-looking statement and should recognize that the statements are predictions of future results which may not occur as anticipated.

 

Many of the risks listed above have been, and may further be, exacerbated by the COVID-19 pandemic, its impact on the cinema and entertainment industry, and the worsening economic environment. Actual results could differ materially from those anticipated in the forward-looking statements and from historical results, due to the risks and uncertainties described herein, as well as others not now anticipated. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such factors on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Except where required by law, the Company assumes no obligation to update, withdraw or revise any forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press Release dated February 3, 2021

 

 

SIGNATURES

 

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

 

	BALLANTYNE STRONG, INC.
Date: February 3, 2021	By:	/s/ Todd R. Major
		Todd R. Major
		Chief Financial Officer

 

 

Exhibit 99.1

 

 

 

Blink Charging Signs Reseller Agreement With Ballantyne Strong For Deployment of Electric Vehicle Charging Stations At Cinema Operators, Theme Parks and Other Entertainment and Leisure-Related Locations

 

Miami Beach, FL – February 3, 2021 – Blink Charging Co. (Nasdaq: BLNK, BLNKW) (“Blink” or the “Company”), a leading owner, operator, and provider of electric vehicle (EV) charging equipment and services, announced today that it has entered into a reseller agreement with Ballantyne Strong (NYSE: BTN). Under the agreement, Strong Entertainment, a division within Ballantyne Strong, will offer Blink’s full line of charging stations to its broad base of cinema operators, theme parks, and other entertainment and leisure-related locations.

 

“During our many years operating in the EV charging industry, we have learned that when EV drivers seek public charging, they often look for accessible options at the recreational spots they visit. Through its Strong Entertainment subsidiary, Ballantyne Strong has deep and longstanding relationships with most of the leading cinema and amusement companies, providing a tremendous opportunity to work together to provide EV charging as an amenity at entertainment venues across the country. We believe that Ballantyne Strong’s vast geographic reach and diverse customer base make them a valuable sales partner, enabling the continued deployment of Blink chargers in high-density locations,” commented Michael D. Farkas, Founder and Chief Executive Officer of Blink.

 

Mark Roberson, Chief Executive Officer of Ballantyne Strong, commented, “With long-standing partnerships with the top cinema companies in the United States, our Strong Entertainment group is ideally positioned to offer Blink chargers and equipment to the thousands of cinemas, theme parks, and entertainment venues that make up our customer base. In addition to providing our customers the opportunity to offer a time-saving, convenient amenity to their EV driving patrons, this partnership also supports our company-wide commitment to creating a cleaner, healthier environment by promoting EV use through the deployment of accessible charging infrastructure.”

 

###

 

 

About Blink Charging

 

Blink Charging Co. (Nasdaq: BLNK, BLNKW) is a leader in electric vehicle (EV) charging equipment and has deployed over 23,000 charging stations, many of which are networked EV charging stations, enabling EV drivers to easily charge at any of the Company’s charging locations worldwide. Blink Charging’s principal line of products and services include its Blink EV charging network (“Blink Network”), EV charging equipment, and EV charging services. The Blink Network uses proprietary, cloud-based software that operates, maintains, and tracks the EV charging stations connected to the network and the associated charging data. With global EV purchases forecasted to rise to 10 million by 2025 from approximately 2 million in 2019, the Company has established key strategic partnerships for rolling out adoption across numerous location types, including parking facilities, multifamily residences and condos, workplace locations, health care/medical facilities, schools and universities, airports, auto dealers, hotels, mixed-use municipal locations, parks and recreation areas, religious institutions, restaurants, retailers, stadiums, supermarkets, and transportation hubs. For more information, please visit https://www.blinkcharging.com/.

 

About Ballantyne Strong

 

Ballantyne Strong, Inc. (NYSE: BTN (www.ballantynestrong.com) is a diversified holding company with operations and investments across a broad range of industries. The Company’s Strong Entertainment segment includes the largest premium screen supplier in North America and also provides technical support services and other related products and services to the cinema exhibition industry, theme parks and other entertainment-related markets. Ballantyne Strong holds a $13 million preferred investment along with Google Ventures in privately held Firefly Systems, Inc., which is rolling out a digital mobile advertising network on rideshare and taxi fleets. Finally, the Company holds a 30% ownership position in GreenFirst Forest Products Inc. which has recently completed an investment in a sawmill and related assets and a 21% ownership position in FG Financial Group, Inc. which is implementing business plans to operate as a diversified insurance, reinsurance and investment management holding company.

 

Forward-Looking Statements

 

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements, along with terms such as “anticipate,” “expect,” “intend,” “may,” “will,” “should,” and other comparable terms, involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Those statements include statements regarding the intent, belief, or current expectations of Blink Charging and members of its management, as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, including those described in Blink Charging’s periodic reports filed with the SEC, and that actual results may differ materially from those contemplated by such forward-looking statements. Except as required by federal securities law, Blink Charging undertakes no obligation to update or revise forward-looking statements to reflect changed conditions.

 

Blink Media Contact

[email protected]

 

Blink Investor Relations Contact

[email protected]

855-313-8187

 

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