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): February 14, 2018
Live Ventures Incorporated
(Exact Name of Registrant as Specified in Charter)
| Nevada | 001-33937 | 85-0206668 |
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 325 E. Warm Springs Road, Suite 102 Las Vegas, NV 89119 |
| (Address of Principal Executive Offices and Zip Code) |
Registrant’s telephone number, including area code: 702-939-0231
____________________________________
(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):
| 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)) |
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 February 14, 2018, Live Ventures Incorporated issued a press release containing certain financial results for its fiscal quarter ended December 31, 2017. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, 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 liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release dated February 14, 2018 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, we have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LIVE VENTURES INCORPORATED | |
| By: /s/ Jon Isaac | |
| Name: Jon Isaac | |
| Title: Chief Executive Officer |
Dated: February 14, 2018
EXHIBIT INDEX
| Exhibit Number | Description |
| 99.1 | Press Release, dated February 14, 2018 |
| 2 |
Exhibit 99.1
Live Ventures Announces Record Breaking First Quarter in Fiscal 2018
LAS VEGAS, Feb. 14, 2018 (GLOBE NEWSWIRE) -- Live Ventures Incorporated (Nasdaq:LIVE), a diversified holding company, today announces financial results for its first fiscal quarter 2018, which ended December 31, 2017. The company reported record quarterly revenue of $40.3 million, representing an increase of 25.4 percent over the same period last year. Despite a one-time, non-cash charge of $2.3 million associated with the enactment of U.S. tax reform, the company reported quarterly basic earnings per share of $0.95, an increase of 33.8 percent over last year.
Cash availability, representing cash on hand and available credit on the company’s revolving lines of credit, reached a record $19.6 million.
Key highlights of the first fiscal quarter 2018 compared to 2017 include:
| · | Revenues of $40.3 million, up 25.4 percent |
| · | Gross profit of $16.4 million, up 29.6 percent |
| · | Net Income of $1.8 million, up 31.4 percent |
| · | Basic earnings per share of $0.95, up 33.8 percent |
| · | Total assets of $132 million |
| · | Net cash flow from operating activities totaled $6.3 million, up 98 percent |
“Our first fiscal quarter of 2018 was outstanding. Double-digit growth for both top and bottom line were driven by both of our core businesses, Vintage Stock and Marquis Industries. The company’s performance continues to accelerate, and we are expecting further organic growth from Vintage Stock and Marquis, and our new acquisition, ApplianceSmart,” said Virland Johnson, CFO of Live Ventures.
The company recorded a one-time, non-cash bargain purchase gain related to its acquisition of ApplianceSmart of $3.7 million. This bargain purchase gain is preliminary and subject to change, based on the company finalizing the purchase price allocation with respect to the acquisition of ApplianceSmart.
Live Ventures will be holding its first quarter conference call at 4:30 p.m. Eastern Standard Time on February 14, 2018. Management will take live questions following the prepared remarks. Interested investors may participate in the conference call by dialing (866) 831-8713 (for U.S.-based callers) or (203) 518-9713 (for international callers) and providing the operator with the conference ID: LIVE VENTURES.
About Live Ventures
Live Ventures Incorporated, originally incorporated in 1968, is a diversified holding company with several wholly owned subsidiaries and a strategic focus on acquiring profitable companies that have demonstrated a strong history of earnings power. Through its subsidiary, Marquis Industries, the company operates as a specialty, high-performance yarns manufacturer and hard-surfaces re-seller. Marquis Industries, which is a top-10 high-end residential carpet manufacturer in the United States, utilizes its state-of-the-art yarn extrusion capacity to market monofilament textured yarn products to the artificial turf industry. Marquis is the only manufacturer in the world that can produce certain types of yarn prized by the industry. Through its subsidiary Vintage Stock, an award-winning entertainment retailer, the company sells new and preowned movies, classic and current generation video games and systems, music on CD & LP, collectible comics, books, toys, and more. Vintage Stock, through its stores and website, ships product worldwide directly to the customer’s doorstep. Through its subsidiary ApplianceSmart, the company sells new major household appliances in the United States through a chain of 17 company-owned retail stores operating under the name ApplianceSmart®.
Forward-Looking and Cautionary Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In accordance with the safe harbor provisions of this Act, statements contained herein that look forward in time that include everything other than historical information, involve risks and uncertainties that may affect the company’s actual results. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Live Ventures may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on Forms 10-K, 10-Q and 8-K, in its annual report to stockholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. There can be no assurance that such statements will prove to be accurate and there are a number of important factors that could cause actual results to differ materially from those expressed in any forward-looking statements made by the company, including, but not limited to, plans and objectives of management for future operations or products, the market acceptance or future success of our products, and our future financial performance. The company cautions that these forward-looking statements are further qualified by other factors including, but not limited to, those set forth in the company’s Annual Report on Form 10-K, as amended, for the fiscal year ended September 30, 2017 (available at http://www.sec.gov). Live Ventures undertakes no obligation to publicly update or revise any statements in this release, whether as a result of new information, future events, or otherwise.
Contact:
Live Ventures Incorporated
Tim Matula, Investor Relations
(425) 836-9035
tmatula@live-ventures.com
http://live-ventures.com
Source: Live Ventures Incorporated