Rekor Systems, Inc 8-K, filed Oct 28, 2020
Rekor Systems, Inc. (REKR)
8-K
2020-10-28
For: 2020-10-28
View Original
Added on
April 12, 2026
About this 8-K
Rekor Systems, Inc filed this 8-K on October 28, 2020.
Items reported
- Item 2.02: Financial results
- 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): October 28,
2020
____________________
REKOR SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-38338
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81-5266334
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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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7172 Columbia Gateway Drive, Suite 400, Columbia, MD
21046
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(Address
of Principal Executive Offices)
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Registrant's
Telephone Number, Including Area Code: (410)
762-0800
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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:
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☐ Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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☐ Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
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☐ Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐ Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title
of each class
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Trading
Symbol(s)
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Name of
each exchange on which registered
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Common
Stock, $0.0001 par value per share
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REKR
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The
Nasdaq Stock Market
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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
2.02.
Results
of Operations and Financial Condition.
On
October 28, 2020, Rekor Systems, Inc. (the “Company”)
issued a press release announcing partial preliminary financial
results for the fiscal quarter ended September 30, 2020. A copy of
this press release is furnished as Exhibit 99.1 hereto and
incorporated herein by reference.
The foregoing information is intended to be furnished under Item
2.02 of Form 8-K, “Results of Operations and Financial
Condition.” This information shall not be deemed
“filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”),
or incorporated by reference in any filing under the Securities Act
of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a
filing.
Item
9.01.
Financial
Statements and Exhibits.
(d) Exhibits
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Exhibit No.
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Description
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Press
Release dated October 28, 2020
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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.
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REKOR SYSTEMS, INC.
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Date:
October 28, 2020
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/s/
Robert A. Berman
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Name:
Robert A. Berman
Title:
President and Chief Executive Officer
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Exhibit
99.1
Rekor Systems Announces Preliminary Third Quarter 2020
Revenues
Company
achieves more than 35% revenue
growth in Q3 2020 over the same quarter in 2019
COLUMBIA, MD – October 28, 2020 - Rekor Systems, Inc.
(NASDAQ:REKR) ("Rekor") (“the Company”), a
Maryland-based company providing real-time roadway intelligence
through AI-driven decisions, announced today that it expected gross
revenue to be above $2.1 million for the third quarter of 2020,
which represents more than 35% growth from the same quarter of
2019. Additionally, revenue for the nine months ended September 30,
2020, is expected to be approximately $6.4 million, which
represents more than 60% growth from the nine months ended
September 30, 2019. The Company saw an approximate $0.6 million
decrease in revenue from the third quarter 2020 compared to the
second quarter of 2020 due, in part, to project delays as a result
of COVID-19 and extended negotiations related to certain new
customers.
In the
third quarter, Rekor
issued a cash payment to retire the remaining $4.9 million
outstanding balance of its 2019 Promissory Notes, significantly
eliminating the Company’s remaining high interest debt
obligations. Detailed information concerning these transactions is
contained in the Company’s Current Report on Form 8-K, as
filed with the Securities and Exchange Commission (the
“SEC”) on September 17, 2020.
“Our
results in the third quarter have demonstrated a remarkably high
level of growth on a year-over-year basis, especially in the
performance of our higher margin technology business,” said
Eyal Hen, Rekor CFO. “We believe this is a testament to the
strategic realignment of the Company that has focused on the
longer-term drivers of demand from our commercial and government
segments. Our sale of non-core assets positions us as a 100%
technology focused organization with eCommerce as a key channel.
Rekor’s go-to-market strategy intends to reach a global
customer base with frictionless transactions and gives us great
confidence moving forward.”
The
Company has made continued progress in the implementation of its
go-to-market strategy -- expanding the market for its products and
services. In the third quarter it announced the launch of
Rekor One -- a
single source for roadway intelligence, an iPhone and Android
mobile
vehicle-recognition application for commercial users, and
its selection by Mastercard to help deliver its AI
Powered Drive Through Platform.
The
financial data and other information disclosed in this press
release are unaudited. The financial data contained in this press
release is partial and preliminary and does not include all
disclosures required by accounting principles generally accepted in
the United States of America. The results for the three and nine
months ended September 30, 2020 are not necessarily indicative of
the results to be expected for the year ending December 31, 2020.
This release should be read in conjunction with the audited
consolidated financial statements and notes thereto included in the
Company’s Annual Report on Form 10-K (the “Annual
Report”) for the year ended December 31, 2019 and the
Company’s Quarterly Report on Form 10-Q for the three months
ended March 31, 2020 and the Company’s Quarterly Report on
Form 10-Q for the three and six months ended June 30, 2020 (the
“Quarterly Reports”) as previously filed with the SEC.
Actual results in future periods may differ materially from
expectations due to a number of risks and uncertainties, including
those risk factors disclosed in the Annual Report and Quarterly
Reports.
Following
the issuance of the full third quarter financial results on Monday.
November 9, 2020, Rekor has scheduled a conference call to discuss
these results also on Monday, November 9, 2020 at 4:00 P.M.
(Eastern).
All
interested parties may listen to a live webcast of the call
at:
Online:
https://www.webcaster4.com/Webcast/Page/2523/38459
By
phone: Toll Free: 877-407-8033 or International:
201-689-8033
An
archived webcast will also be available to replay this conference
call directly from the Company’s website under Investors,
Events & Presentations. Slides that accompany the conference
call will be available on the Company’s website.
To
learn more about Rekor, please visit www.rekor.ai.
About Rekor Systems, Inc.
Rekor
(Nasdaq: REKR) is a Maryland-based company providing real-time
roadway intelligence through AI-driven decisions. Rekor bridges
commercial and government sectors with actionable, real-time
vehicle recognition data to enable faster, better informed
decisions with greater outcomes. Rekor is transforming industries
like Public Safety, Customer Experience, and Smart Cities in more
than 70 countries across the globe with smarter, quicker,
cost-competitive vehicle recognition solutions for security,
revenue discovery and recovery, public safety, electronic toll
collection, brand loyalty, parking operations, logistics, and
traffic management. We use the power of artificial intelligence to
analyze video streams and transform them into AI-driven decisions.
Our machine learning software can turn most IP cameras into highly
accurate and affordable vehicle recognition devices used to help
protect lives, increase brand loyalty, and enhance operations and
logistics, without the need to install expensive new
infrastructure. We make what was once considered impossible,
possible. To learn more please visit our website:
http://www.rekor.ai
Forward-Looking Statements
This press release includes statements concerning Rekor Systems,
Inc. and its future expectations, plans and prospects that
constitute "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, including
preliminary information regarding Rekor's gross revenues. Such
forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
For this purpose, any statements that are not statements of
historical fact may be deemed to be forward-looking statements. In
some cases, you can identify forward-looking statements by terms
such as "may," "should," "expects," "plans," "anticipates,"
"could," "intends," "target," "projects," "contemplates,"
"believes," "estimates," "predicts," "potential," or "continue," by
the negative of these terms or by other similar expressions. You
are cautioned that such statements are subject to many risks and
uncertainties that could cause future circumstances, events, or
results to differ materially from those projected in the
forward-looking statements, including the risks that actual
circumstances, events or results may differ materially from those
projected in the forward-looking statements, particularly as a
result of various risks and other factors identified in our filings
with the SEC. Important factors that could have such a result
include a decline or weakness in general economic conditions, an
outbreak of hostilities, the ongoing pandemic and responses thereto
related to COVID-19, a decline or volatility in the securities
markets or regulatory changes or other adverse developments with
respect to the markets for the Company’s products and
services or an inability to obtain adequate financing. All
forward-looking statements contained in this press release speak
only as of the date on which they were made and are based on
management's assumptions and estimates as of such date. We do not
undertake any obligation to publicly update any forward-looking
statements, whether as a result of the receipt of new information,
the occurrence of future events, or otherwise.
Media Contact:
Robin Bectel
REQ For Rekor Systems
rekor@req.co
Investor Contact:
Charles Degliomini
Rekor Systems, Inc.
ir@rekor.ai