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8-KThe WireRoutine

Company Update

Filed Oct 12, 2022 · 3y ago · Accession 0001437749-22-024007

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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) October 11, 2022     BASSETT FURNITURE INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter)     Virginia 000-00209 54-0135270 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)   3 525 Fairystone Park Highway Bassett , Virginia 24055 (Address of principal executive offices) (Zip Code)   Registrant ’ s telephone number, including area code ( 276 ) 629-6000   (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):   ☐ 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 ($5.00 par value)   BSET   NASDAQ   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.   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 8.01 Other Events   On October 11, 2022, Bassett Furniture Industries, Inc. (NASDAQ: BSET) (the “Company”) issued a news release announcing that its board of directors (the “Board”), in consultation with its independent financial and legal advisors, found that two unsolicited, preliminary non-binding proposals previously received from CSC Generation Holdings, Inc. (“CSC”) to acquire the Company significantly undervalued the Company, and, as a result, unanimously rejected both proposals. The more recent of CSC’s proposals was to acquire all outstanding shares of the Company for $21.00 per share in cash. After careful consideration, the Board determined that the proposals were highly opportunistic given recent turmoil in the stock markets and were not in the best interests of the Company and its stakeholders.   A copy of the news release is attached hereto as Exhibit 99.   Item 9.01. Financial Statements and Exhibits.   (d) Exhibits   99 News release issued by Bassett Furniture Industries, Inc. on October 11, 2022.   104 Cover Page Interactive Data File (embedded within the inline XBRL document)   2     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.   October 12, 2022 By: /s/  J. Michael Daniel J. Michael Daniel Title:       Senior Vice President – Chief Financial & Administrative Officer     3
Filing details
Ticker
BSET
CIK
10329
Form type
8-K
Filing date
Oct 12, 2022
Report date
Oct 11, 2022
Document
bset20221012_8k.htm
Size
165 KB