Current Report Filing (8-k)
June 12 2020 - 9:00AM
Edgar (US Regulatory)
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): June 11, 2020
BOXLIGHT
CORPORATION
(Exact
name of registrant as specified in its charter)
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Nevada
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8211
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46-4116523
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(State
of
Incorporation)
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(Primary
Standard Industrial
Classification
Code Number.)
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(IRS
Employer
Identification
No.)
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BOXLIGHT
CORPORATION
1045
Progress Circle
Lawrenceville,
Georgia 30043
(Address
Of Principal Executive Offices) (Zip Code)
678-367-0809
(Registrant’s
Telephone Number, Including Area 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:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock $0.0001 per share
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BOXL
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The
Nasdaq Stock Market LLC
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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 [X]
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. [ ]
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Item
1.01
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Entry
into a Material Definitive Agreement.
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As
previously announced, on June 8, 2020, Boxlight Corporation, a Nevada corporation (the “Company”), entered into an
underwriting agreement (the “Underwriting Agreement”) with Maxim Group, LLC, a Delaware limited liability company
(“Maxim”), pursuant to which Maxim agreed to underwrite the public offering (the “Offering”)
of 13,333,333 shares of the Company’s Class A common stock, par value $0.0001 per share (the
“Common Stock”), at a public offering price of $0.75 per share. The Offering closed on June 11, 2020,
with the sale of 13,333,333 shares of the Company’s Common Stock for gross proceeds of $10 million.
Maxim acted as sole book-running
manager and National Securities Corporation acted as a co-manager for the Offering. As compensation for underwriting the
Offering, the underwriters received an underwriting discount of 7%, equaling approximately $700,000, and were reimbursed for certain
of their expenses.
On
June 12, 2020, the Company issued a press release announcing the closing of the Offering, a copy of which is filed
herewith as Exhibit 99.1.
SIGNATURES
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.
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Dated:
June 12, 2020
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BOXLIGHT
CORPORATION
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By:
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/s/
Takesha Brown
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Name:
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Takesha
Brown
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Title:
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Chief
Financial Officer
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