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): February 13, 2009
EMERSON RADIO CORP.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-07731
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22-3285224 |
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(State Or Other
Jurisdiction Of
Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 9 Entin Road, Parsippany, New Jersey
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07054 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (973) 884-5800
Not Applicable
(Former Address, if changed since Last Report) (Zip 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))
Item 2.02. Results of Operations and Financial Condition.
On February 13, 2009, Emerson Radio Corp. (the “Company”) issued a press release regarding
results for the quarter ended December 31, 2008. A copy of this press release is being furnished
as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this report under Item 2.02 is being furnished pursuant to Item 2.02 of
Form 8-K, insofar as it discloses historical information regarding the Company’s results of
operations and financial condition as of and for the quarter ended December 31, 2008. In
accordance with General Instructions B.2 of Form 8-K, the information in this Current Report on
Form 8-K under Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liability of that section, nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in
such a filing.
Forward Looking Statements
This Current Report on Form 8-K, including Exhibit 99.1, contains forward-looking statements
made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements typically are identified by use of terms such as “may,” “will,”
“should,” “plan,” “expect,” “anticipate,” “estimate” and similar words, although some
forward-looking statements are expressed differently. Forward-looking statements represent our
management’s judgment regarding future events. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable, the Company can give no assurance that
such expectations will prove to be correct. All statements other than statements of historical
fact included in this Current Report on Form 8-K are forward-looking statements. The Company
cannot guarantee the accuracy of the forward-looking statements, and you should be aware that the
Company’s actual results could differ materially from those contained in the forward-looking
statements due to a number of factors, including the statements under “Risk Factors” contained in
the Company’s reports filed with the Securities and Exchange Commission.
Item 9.01. Financial Statements and Exhibits.
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Exhibit 99.1 — |
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Press release, dated February 13, 2009, regarding results for the
quarter ended December 31, 2008 (Exhibit 99.1 is furnished as part of this
Current Report on Form 8-K). |