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EX-99.1 - PRESS RELEASE, DATED AUGUST 6, 2021 - IDW MEDIA HOLDINGS, INC.ea145363ex99-1_idwmedia.htm

 

 

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): August 6, 2021

 

 

 

IDW Media Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34355   26-4831346

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

520 Broad Street

Newark, New Jersey

  07102
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 973-438-3385

 

Not Applicable

(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  

Name of each exchange on

which registered

Class B common stock, par value $0.01 per share   IDW   NYSE American

 

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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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 August 6, 2021, IDW Media Holdings, Inc. (the “Company”) announced the closing of the previously disclosed offering.  EF Hutton, division of Benchmark Investments, Inc. (“EF Hutton”), as representative of the underwriters listed (the “Underwriters”) exercised the overallotment option in full and the Company sold 2,875,000 shares of the Company’s Class B common stock for gross consideration of $10,350,000 less Underwriters’ commissions of $724,500 and Underwriters’ expenses of $75,000 (the “Offering”).

 

A copy of the press release announcing the closing of the Offering is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Document
99.1   Press Release, dated August 6, 2021

 

1

 

SIGNATURE

 

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.

 

  IDW MEDIA HOLDINGS, INC.
     
  By:

/s/ Ezra Y. Rosensaft

  Name:   Ezra Y. Rosensaft
  Title: Chief Executive Officer

 


Dated: August 6, 2021

 

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EXHIBIT INDEX

 

Exhibit Number   Description
     
99.1   Press Release, dated August 6, 2021

 

 

3