Amended Current Report Filing (8-k/a)
01 4월 2022 - 6:19AM
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K/A
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 31, 2022
1847
GOEDEKER INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-39418 |
|
83-3713938 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
1870
Bath Avenue, Brooklyn, NY |
|
11214 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (800) 299-9470
(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, $0.0001 par value per share |
|
GOED |
|
NYSE
American LLC |
Warrants
to Purchase Common Stock |
|
GOED
WS |
|
NYSE
American 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)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§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.
Explanatory
Note
This
Current Report on Form 8-K/A (the “Amendment”) is being filed as an amendment to the Current Report on Form 8-K filed by
1847 Goedeker Inc. (the “Company”) on March 31, 2022 (the “Original 8-K”). The Original 8-K was filed with the
Securities and Exchange Commission to report the results of the Company’s operations for the quarter and year ended December 31,
2021, which were announced in a press release issued on March 31, 2022 (the “Original Press Release”) and furnished with
the Original 8-K as Exhibit 99.1. The sole purpose of this Amendment is to furnish our amended and restated press release to clarify
that our 2022 guidance is based on a comparison to 2021 pro forma results and to add two subheadlines to the press release.
Item
2.02. Results of Operations and Financial Condition.
On
March 31, 2022, the Company issued the Original Press Release and held a conference call announcing its financial results for the
quarter and year ended December 31, 2021 (the “Earnings Call”). Following the Earnings Call, the Company prepared an amended
and restated press release in order to clarify that its 2022 guidance is based on a comparison to 2021 pro forma results. A copy of the
amended and restated press release is furnished as Exhibit 99.1 to this report.
The
information furnished with 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, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities
Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
The
following exhibits are furnished with this Form 8-K:
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 31, 2022 |
1847 GOEDEKER INC. |
|
|
|
|
By: |
/s/
Albert Fouerti |
|
|
Name: |
Albert Fouerti |
|
|
Title: |
Chief Executive Officer |
2
1847 Goedeker (AMEX:GOED)
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