0001144204-18-046262.txt : 20180824 0001144204-18-046262.hdr.sgml : 20180824 20180824160157 ACCESSION NUMBER: 0001144204-18-046262 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20180824 FILED AS OF DATE: 20180824 DATE AS OF CHANGE: 20180824 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Acorn International, Inc. CENTRAL INDEX KEY: 0001365742 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33429 FILM NUMBER: 181037071 BUSINESS ADDRESS: STREET 1: 18/F, 20TH BUILDING, 487 TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 BUSINESS PHONE: 8621-51518888 MAIL ADDRESS: STREET 1: 18/F, 20TH BUILDING, 487 TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 6-K 1 tv501637_6k.htm 6-K

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

 

For the month of August, 2018

Commission File Number 001-334229

 

Acorn International, Inc. 

(Registrant’s name)

 

19/F, 20th Building, 487 Tianlin Road, Shanghai 200233, People’s Republic of China 

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F x Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

 

 

 

 

 

 

Explanatory Note: Departure of Officer; Appointment of Officer.

 

Effective as of August 10, 2018, Mr. Mr. Geoffrey Gao Weiji, Vice President and Chief Financial Officer of Acorn International, Inc. (the “Company” or “Acorn”), resigned from the Company. Mr. Gao resigned for personal reasons, not as a result of any disagreement with the Company. Mr. Gao joined the Company in February, 2012.

 

Effective as of August 20, 2018, Mr. Martin Oneal Key was appointed acting Chief Financial Officer of the Company.

 

Mr. Key, age 38, is engaged by Roche Enterprises, Inc. and also has served as the Chief Financial Officer of Cachet Hotel Group (“Cachet”), an international hospitality branding and management company which is also part of the Roche Enterprises, Inc. group of companies, since September, 2013. Mr. Key also holds shares in Cachet. Roche Enterprises, Inc. is owned by Acorn’s Executive Chairman, Mr. Robert Roche and Mr. Roche is the Executive Chairman and the majority shareholder of Cachet. Mr. Jacob A. Fisch, Acorn’s Chief Executive Officer, is a shareholder and member of the Board of Directors of Cachet. The Company has brought Mr. Key on board as part of the establishment of the Roche Enterprises, Inc. (RE) Shared Services Center with the objective of providing superior back office support service to Acorn while reducing costs.

 

Before joining Cachet, Mr. Key served as an executive director for ARC China Holdings Limited, a Shanghai-based private-equity firm focused on investments in consumer-oriented Chinese companies, from June, 2008 to September, 2013. Mr. Key began his career as an investment banker in debt capital markets at J.P. Morgan Securities in New York, where he executed credit-facility, term-loan and corporate-bond transactions, from October, 2003 to June, 2006. Mr. Key earned a bachelor’s degree in Accounting and a Master of Science in Finance from Boston College, as well as an MBA from the UCLA Anderson School of Management.

 

Mr. Key has no family relationships with any director or executive officer of the Company, and there are no arrangements or understandings with any person pursuant to which he will be selected as the acting Chief Financial Officer of the Company.

 

In connection with the foregoing appointment, the Company entered into a Shared Service Agreement (the “Agreement”) with Roche Enterprises, Inc. and Cachet, under which (among other things) Mr. Key will provide services as Chief Financial Officer both to Cachet and the Company. Each of the Company and Cachet will reimburse Roche Enterprises, Inc. for certain costs in connection with this arrangement. Mr. Key may enter into an indemnification agreement with Acorn as an officer. At this time, Mr. Key’s compensation arrangements with the Company have not been determined.

 

We issued a press release relating to the foregoing resignation and appointment, which is attached as Exhibit 99.1 to this report.

 

 

 

 

 

EXHIBIT

 

Exhibit 99.1 – Press Release

 

 

 

 

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, thereunto duly authorized.

 

Date: August 24, 2018

 

  Acorn International, Inc  
     
  By: /s/ Jacob Alexander Fisch  
  Name: Jacob Alexander Fisch  
  Title: Chief Executive officer  

 

 

 

EX-99.1 2 tv501637_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

Acorn International Announces Departure of CFO, Names Acting CFO

 

 

SHANGHAI, China, August 24, 2018 -- Acorn International, Inc. (NYSE: ATV) (“Acorn” or the “Company”), today announced the departure of Vice President and CFO Mr. Geoffrey Gao Weiji for personal reasons. Effective immediately, Acorn has appointed Mr. Martin Oneal Key, as Acting CFO of Acorn.

 

“Geoffrey has left Acorn due to personal reasons and to spend more time with his family. We thank him for his services and efforts over the past seven years and wish him all the best in the future,” said Mr. Jacob A. Fisch, CEO and President of Acorn.

 

Mr. Key has held a variety of finance leadership roles in both China and the U.S.  He is engaged by Roche Enterprises, Inc. and currently also serves as CFO of Cachet Hotel Group (Cachet), an international hospitality branding and management company which is also part of the Roche Enterprises, Inc. group of companies, and he holds shares of Cachet. Roche Enterprises, Inc. is owned by Acorn's Executive Chairman, Mr. Robert Roche and Mr. Roche is the Executive Chairman and the majority shareholder of Cachet. Mr. Fisch is a shareholder and member of the Board of Directors of Cachet. The Company has brought Mr. Key on board as part of the establishment of the Roche Enterprises, Inc. (RE) Shared Services Center with the objective of providing superior back office support service to Acorn while reducing costs. Mr. Key will provide services as CFO to both Acorn and Cachet Hotel Group and will be supported by Mr. Aspen Bai, who is also engaged by Roche Enterprises, Inc. and has been appointed as Acting Financial Controller for Acorn in addition to his role as Financial Controller at Cachet.

  

“I am thrilled to bring Martin on as our Acting CFO and I am confident that he will serve Acorn well,” Mr. Fisch continued. “Through the RE Shared Services Center, we are able to leverage the strength of our affiliate connections and obtain top quality CFO talent while managing our costs. The teams will be collocated in Shanghai, creating an opportunity for tighter collaboration. For example, housing the teams together will allow Acorn to leverage Roche Enterprises Inc.’s business development and financial analysis resources, something Acorn is in need of as it continues to grow its businesses profitably. Overall our aim of collocation is to increase productivity and decrease costs though reduction of redundancy and inefficiency.”

 

Acorn’s Executive Chairman Mr. Robert Roche commented, “At Acorn we have continued to significantly upgrade the quality of our team to the point where now we have an impressive lineup of executives. The addition of Martin, given his professional background and experience, brings a new level of expertise to Acorn. I look forward to working with Martin in his new role and I am confident he will be a strong addition to the Acorn management team.”

 

Before joining Cachet, Mr. Key served as executive director for ARC China, a Shanghai-based private-equity firm focused on investments in consumer-oriented Chinese companies.  Martin began his career as an investment banker in debt capital markets at J.P. Morgan Securities in New York, where he executed credit-facility, term-loan and corporate-bond transactions.  Martin earned a bachelor’s degree in Accounting and a Master of Science in Finance from Boston College, as well as an MBA from the UCLA Anderson School of Management.

 

In accordance with the Company's corporate governance guidelines and its audit committee charter, Acorn's appointment of Mr. Key and Mr. Bai, was reviewed and approved by Acorn's audit committee as well as the full board of directors. 

 

 

 

 

About Acorn International, Inc.

 

Previously the leading TV infomercial company in China, Acorn International today sells its branded products primarily through e-commerce channels in China.  Today’s Acorn leverages its twenty-year TV direct marketing history to promote its brands as well as distribute its products direct-to-consumer, through China’s major e-commerce platforms as well as other niche digital platforms. Acorn’s business comprises two main divisions: its Brand Division and New Business Division. Under the Brand Division, Acorn continues to sell its best-known brands, including Babaka posture correction products and Youngleda at-home, medical device products. Launched in 2018, the New Business Division includes Acorn Fresh, which brings the world’s best fresh, and safe food directly to the Chinese consumer, as well Acorn Entertainment, which brings, through the creation of digital content, the best U.S. celebrity talent and brands to China, representing their in-country digital presence. For more information visit  www.acorninternationalir.com.

  

Safe Harbor Statement                     

 

This news release contains forward-looking statements. These statements constitute "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "anticipates," “am confident that,” "believes," "estimates," "expects," "future," "going forward," "intends," "outlook," "plans," "target," "will," “potential,” and similar statements. Such statements are based on management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties, and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance, or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties, or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events, or otherwise, except as required by law.

 

Contact:

 

   
Acorn International, Inc. Compass Investor Relations
Ms. Margaret Zhao Ms. Elaine Ketchmere, CFA
Phone: +86-21-5151888 Phone: +1-310-528-3031
Email: Zhaoxiaojie@chinadrtv.com Email: Eketchmere@compass-ir.com
www.chinadrtv.com www.compassinvestorrelations.com

 

 

 

 

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