8-K

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): March 10, 2022

BOXLIGHT CORPORATION

(Exact name of registrant as specified in its charter)

Commission file number 001-37564

Nevada	8211	46-4116523
(State of Incorporation)	(Primary Standard Industrial Classification Code Number.)	(IRS Employer Identification No.)

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:

☐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 Stock $0.0001 per share	BOXL	The Nasdaq Stock Market LLC

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 2.02Results of Operations and Financial Condition.

On March 10, 2022, Boxlight Corporation, a Nevada corporation (the “Company”), issued a press release to announce it will hold a conference call to announce its Fourth Quarter and Full Year 2021 financial results on Thursday, March 17, 2022 at 4:30 p.m. Eastern Time.

The conference call details are as follows:

Date:	Thursday, March 17, 2022
Time:	4:30 p.m. Eastern Time / 1:30 p.m. Pacific Time
Dial-in:	1-877-545-0320 (Domestic) 1-973-528-0002 (International)
Participant Access Code:	901845
Webcast:	https://www.webcaster4.com/Webcast/Page/2213/44832

For those unable to participate during the live broadcast, a replay of the conference call will be available until 11:59 p.m. Eastern Time on Friday, March 17, 2023, by dialing 1-877-481-4010 (domestic) and 1-919-882-2331 (international) and referencing the replay passcode 44832.

A copy of the press release is attached hereto and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, 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. Such information may be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, only if and to the extent that such subsequent filing specifically references such information.

Item 9.01Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release, dated March 10, 2022.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Dated:	March 10, 2022
BOXLIGHT CORPORATION
By:	/s/ Patrick Foley
Name:	Patrick Foley
Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

Boxlight to Hold Fourth Quarter and Full Year 2021 Financial Results Conference Call

LAWRENCEVILLE, Ga.--(BUSINESS WIRE)--Boxlight Corporation (Nasdaq: BOXL), a leading provider of interactive technology solutions, will hold a conference call announcing its  Fourth Quarter and Full Year 2021 financial results on Thursday, March 17, 2022 at 4:30 p.m. Eastern Time. The conference details are as follows:

Date:	Thursday, March 17, 2022
Time:	4:30 p.m. Eastern Time / 1:30 p.m. Pacific Time
Dial-in:	1-877-545-0320 (Domestic) 1-973-528-0002 (International)
Participant Access Code:	901845
Webcast:	https://www.webcaster4.com/Webcast/Page/2213/44832

For those unable to participate during the live broadcast, a replay of the conference call will be available until 11:59 p.m. Eastern Time onFriday, March 17, 2023, by dialing 1-877-481-4010 (domestic) and 1-919-882-2331 (international) and referencing the replay passcode 44832.

“We had a strong fourth quarter exceeding our revenue guidance of $40 million and delivering organic growth greater than 30%,” commented Michael Pope, CEO and Chairman at Boxlight.

“Because we completed the acquisition of FrontRow on December 31, 2021, the financial results of FrontRow will not be included in our Q4 financial statements. However, we did incur the transaction costs to complete the acquisition including due diligence, legal, financing, and refinancing costs, resulting in higher-than-expected operating expenses. Additionally, supply chain and logistics costs remained high during the quarter, impacting our gross profit margin. As a result of additional unexpected expenses, we are forecasting a fourth quarter Adjusted EBITDA loss of $2 million.

“We are experiencing stronger than expected customer orders and sales pipeline growth this year, and therefore are increasing our previous guidance for 2022 to $250 million revenue and $26 million Adjusted EBITDA. We look forward to sharing additional insights during our financial results conference call next week.”

The Company will file a Form 8-K which will include pro forma combined financial statements of Boxlight and FrontRow based on their audited results, prior to the earnings call on March 17. The Company will subsequently file its annual report on Form 10-K.

Senior management will be available for questions from the investment community following prepared remarks.

About Boxlight Corporation

Boxlight Corporation (Nasdaq: BOXL) is a leading provider of interactive technology solutions under its award-winning brands Clevertouch^® and Mimio^®. The Company aims to improve engagement and communication in diverse business and education environments. Boxlight develops, sells and services its integrated solution suite including interactive displays, collaboration

software, supporting accessories and professional services. For more information about Boxlight and the Boxlight story, visit http://www.boxlight.com and https://www.clevertouch.com.

Forward Looking Statements

This press release may contain information about Boxlight's view of its future expectations, plans and prospects that constitute forward-looking statements. Actual results may differ materially from historical results or those indicated by these forward-looking statements because of a variety of factors including, but not limited to, risks and uncertainties associated with its ability to maintain and grow its business, variability of operating results, its development and introduction of new products and services, marketing and other business development initiatives and competition in the industry. Boxlight encourages you to review other factors that may affect its future results in its filings with the SEC.

Media Relations

Sunshine Nance

+1 360-464-2119 x254

sunshine.nance@boxlight.com

Investor Relations

+1 360-464-4478

investor.relations@boxlight.com

XML

Document and Entity Information	Mar. 10, 2022
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Mar. 10, 2022
Entity Registrant Name	BOXLIGHT CORPORATION
Entity Incorporation, State or Country Code	NV
Entity File Number	001-37564
Entity Tax Identification Number	46-4116523
Entity Address, Address Line One	BOXLIGHT CORPORATION
Entity Address, Adress Line Two	1045 Progress Circle
Entity Address, City or Town	Lawrenceville
Entity Address State Or Province	GA
Entity Address, Postal Zip Code	30043
City Area Code	678
Local Phone Number	367-0809
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock $0.0001 per share
Trading Symbol	BOXL
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001624512
Amendment Flag	false