UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 16, 2014
NTN BUZZTIME, INC.
(Exact name of Registrant as Specified in Charter)
| Delaware | 001-11460 | 31-1103425 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 2231 Rutherford Rd, Suite 200 | |
| Carlsbad, California | 92008 |
| (Address of Principal Executive Offices) | (Zip Code) |
(760) 438-7400
(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 (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))
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| Item 8.01 | Other Events. |
On April 16, 2014, we issued a press release announcing the closing of our previously announced underwritten public offering of 11,100,000 shares of our common stock at a price of $0.55 per share, less underwriting discounts. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The list of exhibits called for by this Item is incorporated by reference to the Exhibit Index following the signature page of this report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| NTN BUZZTIME, INC. | ||
| Date: April 16, 2014 | By: | /s/ Kendra Berger |
| Kendra Berger | ||
| Chief Financial Officer | ||
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EXHIBIT INDEX
| Exhibit No. | Document |
| 99.1 | Press Release of NTN Buzztime, Inc. dated April 16, 2014. |
| 4 |
Exhibit 99.1
April 16, 2014
COMPANY CONTACT:
Kendra Berger
Chief Financial Officer
NTN Buzztime, Inc.
(760) 438-7400
NTN Buzztime Closes $6.1 Million Public Offering of Common Stock
CARLSBAD, Calif., April 16, 2014 — NTN Buzztime, Inc. (NYSE MKT: NTN) today announced the closing of its previously announced underwritten public offering of 11,100,000 shares of its common stock. The shares were sold at the public offering price of $0.55 per share for gross proceeds of approximately $6.1 million. The company received net proceeds of approximately $5.5 million from the offering after deducting underwriting discounts and estimated expenses relating to the offering.
Roth Capital Partners acted as the sole book-running manager for the offering.
The shares described above were issued pursuant to a prospectus supplement and accompanying prospectus, all as filed as part of a shelf registration statement on Form S-3 previously filed with and declared effective by the Securities and Exchange Commission (“SEC”). The company filed a final prospectus supplement relating to the offering with the SEC on April 11, 2014, which is available along with the accompanying prospectus filed with the SEC in connection with the shelf registration, on the SEC’s website at www.sec.gov. Electronic copies of the prospectus supplement and the accompanying prospectus relating to the offering may also be obtained from Roth Capital Partners, LLC, 888 San Clemente, Suite 400, Newport Beach, CA 92660, (800) 678-9147.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Buzztime
NTN Buzztime, Inc. (NYSE MKT: NTN) is a leading bar and restaurant entertainment and marketing services platform. With over 4 million player registrations on the Buzztime platform and over 50 million games played each year, Buzztime players spread the word and invite friends and family to their favorite Buzztime location to enjoy an evening of fun and competition. With Buzztime entertainment and marketing solutions, bars and restaurants can turn casual visitors into regulars, and give guests a reason to stay longer.