8-K - TBCH - Equibles

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: November 9, 2021

(Date of earliest event)

Turtle Beach Corporation

(Exact name of registrant as specified in its charter)

Nevada	001-35465	27-2767540
(State or other jurisdiction <br><br> of incorporation)	(Commission <br><br> File Number)	(IRS Employer <br><br> Identification No.)
44 South Broadway, 4th Floor<br><br> <br>White Plains,<br> New York	10601
---	---
(Address of principal executive offices)	(Zip code)

(888) 496-8001

Registrant's telephone number, including area 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):

☐ 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 Securities Exchange Act of 1934:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001	HEAR	The Nasdaq Stock Market 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 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 7.01 – Regulation FD Disclosure.

Pursuant to Regulation FD, Turtle Beach Corporation (the “Company”) hereby furnishes an investor fact sheet (the “Fact Sheet”) that the Company will make available on or after November 9, 2021, relating to the Company’s business and operations. A copy of the Fact Sheet is attached as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).

The information in this Report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “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 to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

This Report and Exhibit 99.1 hereto contain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on current expectations and are not guarantees of future performance. Further, the forward-looking statements are subject to the limitations listed in the other reports of the Company filed with the Securities and Exchange Commission, including that actual events or results may differ materially from those in the forward-looking statements.

Item 9.01 — Financial Statements and Exhibits

(d) Exhibits

Exhibit<br><br> <br>No.	Description
99.1	Investor Fact Sheet made<br> available by Turtle Beach Corporation on or after November 9, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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, thereto duly authorized.

Dated: November 10, 2021

	TURTLE BEACH CORPORATION
By:	/S/ JOHN T. HANSON
	John T. Hanson
	Chief Financial Officer, Treasurer and Secretary

Exhibit 99.1

A Top 5 Gaming Accessories Market Player ❑ Global leader (#1) – by far – in $1.7B console gaming headset market ❑ Rapidly growing in $3.5B PC gaming accessories market ❑ Expanding into >$3B new markets – mics, controllers, gaming simulation Executing a Successful Growth Strategy ❑ Continued leadership in console gaming headsets ✔ 10+ years with over 40% market share (US NPD) ❑ Acquired Award-Winning ROCCAT for PC gaming entry ✔ Revenues of over 7x the $11M price since May 2019 purchase ❑ Organically entered into game controllers and flight simulation ✔ First products with great consumer reception ❑ Acquired one of the world’s best teams to enter streaming mics ✔ First products launching now ❑ All run by a lean, high-performance team ✔ Productivity of over $1M per employee Generating Excellent Results Strong Financials Strong Shareholder Returns ❑ 17% 5-year revenue CAGR ❑ 5-Year TSR of over 400%^1^ ❑ 10+% EBITDA margins ❑ 1-year TSR of over 50%^1^ ❑ Strong cash flow and zero debt

Strategically Positioned for Future Growth

❑ Total addressable market for the company’s products has grown from $1.7B to $8.5B

❑ Tracking to ~$100 million in non-console gaming headset revenues for 2022 (ahead of plan)

❑ Proven strategy is leveraging strong secular trends, with gaming now leading the entertainment world

Led by an Engaged and Experienced Board

Juergen Stark	Chairman and CEO	Prior COO Motorola Mobility	Operations & M&A
Bill Keitel	Lead Ind. Director, Audit chair	Prior CFO Qualcomm	Finance & M&A
Greg Ballard	Comp. Committee chair	Prior CEO Glu Mobile, SVP Warner Bros.	Gaming & Media
Yie-Hsin Hung	Board member	Current CEO New York Life Invest. Mgmt.	Capital Markets & Finance
Kelly Thompson	Board member	Former COO Samsclub.com, SVP Walmart	Ecommerce& Retail
Andrew Wolfe	Nominating/Governance chair	Former CTO SONICblue	IP & technology

Investor Resources: NASDAQ: HEAR https://corp.turtlebeach.com/

^1^ Per Fact set as of November 1, 2021 ^2^ Mid-point of revenue guidance ^3^ Guidance as of November 4, 2021; subject to certain risks and uncertainties described in periodic reports available at www.sec.gov that could cause actual results to differ materially from present expectations or projections.