BOSTON OMAHA Corp 8-K, filed Mar 13, 2020
BOSTON OMAHA Corp (BOC)
About this 8-K
BOSTON OMAHA Corp filed this 8-K on March 13, 2020.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
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): March 13, 2020
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BOSTON OMAHA CORPORATION |
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(Exact name of registrant as specified in its Charter) |
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Delaware |
001-38113 |
27-0788438 |
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(State or other jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
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1411 Harney St., Suite 200 Omaha, Nebraska 68102 (Address and telephone number of principal executive offices, including zip code) |
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(857) 256-0079 (Registrant's telephone number, including area code) |
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Not Applicable (Former name or address, if changed since last report) |
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Securities registered under Section 12(b) of the Exchange Act:
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Title of Class |
Trading Symbol |
Name of Exchange on Which Registered |
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Class A common stock, $0.001 par value per share |
BOMN |
The Nasdaq Stock Market LLC (NASDAQ Capital Market) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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))
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. ☐
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ITEM 7.01 |
REGULATION FD DISCLOSURE |
On March 13, 2020, Boston Omaha Corporation (the “Company”) issued a press release entitled “Boston Omaha Corporation Announces Full Year 2019 Financial Results.” The full text of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1. The press release was also simultaneously filed on the Company’s website. The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
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ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
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(d) |
Exhibits. The Exhibit Index set forth below is incorporated herein by reference. |
EXHIBIT INDEX
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Exhibit Number |
Exhibit Title | |
| 99.1 | Press release, dated March 13, 2020, titled “Boston Omaha Corporation Announces Full Year 2019 Financial Results” |
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.
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BOSTON OMAHA CORPORATION (Registrant) |
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By: |
/s/ Joshua P. Weisenburger |
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Joshua P. Weisenburger, |
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Chief Financial Officer |
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Date: March 13, 2020
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Exhibit 99.1
BOSTON OMAHA CORPORATION ANNOUNCES FULL YEAR 2019 FINANCIAL RESULTS
| Omaha, Nebraska (Business Wire) | March 13, 2020 |
Boston Omaha Corporation (NASDAQ: BOMN) (the “Company”) announced its financial results for the fiscal year ended December 31, 2019 in connection with filing its Annual Report on Form 10-K with the Securities and Exchange Commission.
We show below summary financial data for fiscal 2019 and 2018. Our Annual Report on Form 10-K can be found at www.bostonomaha.com.
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For the Years Ended December 31, |
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2019 |
2018 |
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Billboard Rentals, Net |
$ | 28,429,167 | $ | 14,065,132 | ||||
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Premiums Earned |
10,944,313 | 3,184,312 | ||||||
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Insurance Commissions |
1,567,331 | 2,606,031 | ||||||
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Investment and Other Income |
448,327 | 165,918 | ||||||
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Total Revenues |
41,389,138 | 20,021,393 | ||||||
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Depreciation and Amortization Expense |
13,574,141 | 8,076,065 | ||||||
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Net Loss from Operations |
(12,412,096 | ) | (12,257,541 | ) | ||||
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Net Other Income |
10,930,831 | 3,098,710 | ||||||
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Net Loss Attributable to Common Stockholders |
$ | (1,486,923 | ) | $ | (9,113,937 | ) | ||
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Basic and Diluted Net Loss per Share |
$ | (0.07 | ) | $ | (0.46 | ) | ||
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December 31, |
December 31, |
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2019 |
2018 |
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Total Unrestricted Cash & Investments (1) |
$ | 147,345,640 | $ | 103,950,458 | ||||
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Total Assets |
436,908,210 | 332,194,521 | ||||||
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Total Liabilities |
89,937,167 | 15,633,559 | ||||||
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Total Noncontrolling Interest |
1,730,058 | 1,345,578 | ||||||
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Total Stockholders’ Equity |
$ | 345,240,985 | $ | 315,215,384 | ||||
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(1) |
Investments consist of U.S. treasury securities classified as securities available for sale and publicly traded equity securities, of which $12,952,714 is held by our insurance entities at December 31, 2019. |
Cash flow from operations for the year ended December 31, 2019 was $9,613,549 as compared with $38,325 for the year ended December 31, 2018.
Our book value per share was $14.68 at December 31, 2019, compared to $14.27 at December 31, 2018.
As of December 31, 2019, we had 22,455,100 shares of Class A common stock and 1,055,560 shares of Class B common stock issued and outstanding.
As of March 12, 2020, we had 22,455,100 shares of Class A common stock and 1,055,560 shares of Class B common stock issued and outstanding.
About Boston Omaha Corporation
Boston Omaha Corporation is a public holding company with three majority owned businesses engaged in outdoor advertising, surety insurance and broadband telecommunications services. The Company also maintains minority investments in a bank, a national residential homebuilder and commercial real estate services businesses.
Forward-Looking Statements
Any statements in this press release about the Company’s future expectations, plans and prospects, including statements about our financing strategy, future operations, future financial position and results, market growth, total revenue, as well as other statements containing the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” and similar expressions, constitute forward-looking statements within the meaning of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. The Company may not actually achieve the plans, intentions or expectations disclosed in the Company’s forward-looking statements, and you should not place undue reliance on the Company’s forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements the Company make as a result of a variety of risks and uncertainties, including risks related to the Company’s estimates regarding the potential market opportunity for the Company’s current and future products and services, the Company’s expectations regarding the Company’s sales, expenses, gross margins and other results of operations, and the other risks and uncertainties described in the “Risk Factors” sections of the Company’s public filings with the Securities and Exchange Commission. Copies of our SEC filings are available on our website at www. bostonomaha.com. In addition, the forward-looking statements included in this press release represent the Company’s views as of the date hereof. The Company anticipates that subsequent events and developments may cause the Company’s views to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date hereof.
Contacts:
Boston Omaha Corporation
Catherine Vaughan, 617-875-8911
cathy@bostonomaha.com