Current Report Filing (8-k)
April 14 2020 - 8:06AM
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): April 14, 2020
New
Age Beverages Corporation
(Exact
Name of Registrant as specified in its charter)
Washington
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001-38014
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27-2432263
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
Number)
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2420
17th Street, Suite 220, Denver, Colorado
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80202
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(Address
of principal executive offices)
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(Zip
Code)
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(303)
566-3030
(Registrant’s
telephone number, including area code)
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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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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:
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, par value $0.001 per share
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NBEV
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Nasdaq
Capital Market
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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 [ ]
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.
On
April 14, 2020, New Age Beverages Corporation (“NewAge” or the “Company”) issued a press release announcing
preliminary results for the quarter ended March 31, 2020. The press release is attached hereto as Exhibit 99.1.
The
information in this Item 2.02 of this Current Report on Form 8-K and the Exhibit 99.1 attached hereto shall not be deemed “filed”
for 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 or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities
Act”), or incorporated by reference in any filing of NewAge under the Securities Act or the Exchange Act, whether made before
or after the date hereof, regardless of any general incorporation language in such filing.
This
report, including Exhibit 99.1, may contain forward-looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements are based on the current beliefs and expectations of the Company’s management and are
subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements.
Factors that could cause the Company’s actual results to differ materially from those described in the forward-looking statements
can be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 that has been filed with the
Securities and Exchange Commission. The Company does not undertake to update the forward-looking statements to reflect the impact
of circumstances or events that may arise after the date of the forward-looking statements.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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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New
Age Beverages Corporation
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Date:
April 14, 2020
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By:
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/s/
Gregory A. Gould
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Gregory
A. Gould
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Chief
Financial Officer
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