RLGT
RADIANT LOGISTICS, INC
8-K
  2018-Dec-06 at 05:27 pm Get Reserve Plan For Historical Filings Read Filing at SEC

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DOCUMENT: rlgt-8k_20181206.htm
 

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) December 6, 2018

 

RADIANT LOGISTICS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

 

001-35392

 

04-3625550

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

405 114th Avenue, S.E., Third Floor, Bellevue, WA 98004

(Address of Principal Executive Offices) (Zip Code)

(425) 943-4599

(Registrant’s Telephone Number, Including Area Code)

N/A

(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:

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 December 6, 2018, Radiant Logistics, Inc. (NYSE American: RLGT), gave notice of its intention to redeem all outstanding shares of its 9.75% Series A Cumulative Redeemable Perpetual Preferred Stock (NYSE American: RLGT-PA) (the “Series A Preferred Stock”) on December 21, 2018, pursuant to the terms of the Certificate of Designation, Preferences and Rights of 9.75% Series A Cumulative Redeemable Perpetual Preferred Stock.

There are 839,200 shares issued and outstanding of Series A Preferred Stock.  The Company will redeem the Series A Preferred Stock for a cash redemption price of $25.00 per share, plus accrued and unpaid dividends to, but not including, the redemption date, without interest.  On the redemption date, dividends on the Series A Preferred Stock will cease to accrue and all rights with respect to such stock will cease and terminate, except for the right to receive the redemption payment.  Also upon redemption, the Series A Preferred Stock will be delisted from trading on the NYSE American stock exchange.

A copy of the press release announcing the redemption is included as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.    

 

Item 9.01 Financial Statements and Exhibits

(d)

Exhibits.

 

 

 

 


 

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.

 

 

 

 

Radiant Logistics, Inc.

 

 

 

 

Date:  December 6, 2018

 

 

By:

 

/s/ Todd Macomber

 

 

 

 

 

Todd Macomber

 

 

 

 

 

Senior Vice President and Chief Financial Officer

 

 

DOCUMENT: rlgt-ex991_6.htm
 

Exhibit 99.1

RADIANT LOGISTICS ANNOUNCES Notice of redemption of 9.75% series a cumulative redeemable perpetual preferred stock

BELLEVUE, WA December 6, 2018 – Radiant Logistics, Inc. (NYSE American: RLGT), a third-party logistics and multimodal transportation services company, today announced that it has provided notice of its intention to redeem all outstanding shares of its 9.75% Series A Cumulative Redeemable Perpetual Preferred Stock (NYSE American: RLGT-PA) (the “Series A Preferred Stock”) on December 21, 2018.

There are 839,200 shares issued and outstanding of Series A Preferred Stock. The Company will redeem the Series A Preferred Stock for a cash redemption price of $25.00 per share, plus accrued and unpaid dividends to, but not including, the redemption date, without interest. On the redemption date, dividends on the Series A Preferred Stock will cease to accrue and all rights with respect to such stock will cease and terminate, except for the right to receive the redemption payment. Also upon redemption, the Series A Preferred Stock will be delisted from trading on the NYSE American stock exchange.

A notice of redemption and related materials were mailed today to the holders of record. The redemption of the Series A Preferred Stock, including the payment of the redemption price, will be completed in accordance with Depository Trust Company procedures. Please direct and questions about the notice of redemption and related materials to Broadridge Corporate Issuer Solutions, Inc., the redemption agent, by telephone at 1-855-793-5068.

 

About Radiant Logistics (NYSE American: RLGT)

Radiant Logistics, Inc. (www.radiantdelivers.com) is a third-party logistics and multimodal transportation services company delivering advanced supply chain solutions through a network of company-owned and strategic operating partner locations across North America. Through its comprehensive service offering, Radiant provides domestic and international freight forwarding services, truck and rail brokerage services and other value-added supply chain management services, including customs brokerage, order fulfillment, inventory management and warehousing to a diversified account base including manufacturers, distributors and retailers using a network of independent carriers and international agents positioned strategically around the world.

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management's expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to statements about the expected redemption of the 9.75% Series A Cumulative Redeemable Perpetual Preferred Stock, including the redemption date.  More information about factors that potentially could affect our financial results is included Radiant Logistics, Inc.'s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.

# # #

 

Investor Contact:

Radiant Logistics, Inc.

Todd Macomber

(425) 943-4541

[email protected]

Media Contact:

Radiant Logistics, Inc.

Jennifer Deenihan

(425) 462-1094

[email protected]

 

 

 

 

 

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