Tandy Leather Factory Inc 8-K, filed Aug 12, 2020
Tandy Leather Factory Inc (TLF)
8-K
2020-08-12
For: 2020-08-10
View Original
Added on
April 08, 2026
About this 8-K
Tandy Leather Factory Inc filed this 8-K on August 12, 2020, reporting on events of August 10, 2020.
Items reported
- Item 2.02: Financial results
- Item 3.01: Delisting notice or listing transfer
- 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
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Date of report (Date of earliest event reported:)
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August 10, 2020
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Tandy Leather Factory, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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(State or Other Jurisdiction of Incorporation
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1-12368
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75-2543540
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(Commission File Number)
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(IRS Employer Identification Number)
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1900 Southeast Loop 820, Fort Worth, Texas
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76140
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(Address of Principal Executive Offices)
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(Zip Code)
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(817) 872-3200
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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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 (see General Instruction A.2. below):
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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, par value $0.0024
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TLF
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The Nasdaq Global 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. ☐
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Results of Operations and Financial Condition
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On August 10, 2020, Tandy Leather Factory, Inc. (the “Company”) issued a press release (the “August 10 Press Release”) announcing certain financial results as described in the next paragraph. A copy
of the August 10 Press Release is attached as Exhibit 99.1.
Year-to-date sales through July 2020 were $31 million, down 27% from the same period in 2019. The decline was largely due to the impact of the COVID-19 pandemic, which required the Company to temporarily close all
of its retail stores in March 2020; stores have been gradually reopening since late May 2020. Total sales for July 2020 were $5.1 million, down 5% from the same period last year. Cost savings initiatives, together with reductions in employment
costs from furloughed employees as a result of COVID-19 that we discussed in our June Annual Meeting and press release, are estimated to save $2-3 million in operating expenses through July. Impairment charges recognized in the first quarter of
2020 are expected to be $2.5 million, primarily related to operating lease assets. Cash and short-term securities at the end of July were $11.5 million.
| Item 3.01 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
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On August 11, 2020, Tandy Leather Factory, Inc. (the “Company”) received a delisting determination letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying it that trading in the Company’s shares will be
suspended on Nasdaq effective with the open of business on August 13, 2020, and that the Company’s common stock will be delisted from Nasdaq via Nasdaq’s filing of a Form 25 with the Securities and Exchange Commission (the “SEC”) once all
applicable Nasdaq review and appeal periods have expired. The Company is considering whether to appeal the determination.
In accordance with the terms of the earlier decision issued on behalf of the Nasdaq Hearings Panel (the “Panel”), the Company was required to file all outstanding periodic reports with the SEC by no later than August
10, 2020; however, the Company was unable to do so. August 10, 2020 represented the full extent of the Panel’s discretion in this matter and, as a result, the Panel was required to issue a delisting determination under the Nasdaq Listing Rules.
The Company expects that its common stock may remain eligible to trade on the Over-the Counter Markets’ “Pink Sheets” under the current symbol “TLF” effective with the open of business on August 13, 2020. The
Company intends to reapply for Nasdaq listing once it has made the required filings.
The Company previously announced in the August 10 Press Release that it had not completed the required filings by August 10, 2020.
| Item 9.01 |
Financial Statements and Exhibits.
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(d) Exhibits
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No.
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Exhibit
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Press Release dated August 10, 2020
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Certain statements contained in this report and other materials the Company files with the SEC, as well as information included in oral statements or other written statements made or to be made by the
Company, other than statements of historical fact, are 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. Forward-looking
statements generally are accompanied by words such as “may,” “will,” “could,” “should,” “anticipate,” “believe,” “budgeted,” “expect,” “intend,” “plan,” “project,” “potential,” “estimate,” “continue,” “outlook,” “forecast” or “future,” variations
thereof or other similar statements. Please refer to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 for additional information concerning these and other uncertainties that could negatively impact the Company.
The Company assumes no obligation to update or otherwise revise its forward-looking statements, except as required by law.
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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TANDY LEATHER FACTORY, INC.
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Date: August 12, 2020
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By:
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/s/ Janet Carr
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Janet Carr, Chief Executive Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE
August 10, 2020
Tandy Leather Announces Preliminary Year-to-Date Sales and Operating Expenses; Financial Restatement Continuing and Expected to Result in De-Listing from Nasdaq; Board approves
a new Share Repurchase Plan
FORT WORTH, TEXAS – August 10, 2020 (GLOBE NEWSWIRE) –Tandy Leather Factory, Inc. (the “Company”) announced today preliminary figures for 2020 year-to-date sales and operating expenses. Year-to-date sales through July 2020 were $31 million, down 27% from the same period
in 2019. The decline was largely due to the impact of the COVID-19 pandemic, which required the Company to temporarily close all of its retail stores in March 2020; stores have been gradually reopening since late May 2020. Total sales for July
2020 were $5.1 million, down 5% from the same period last year. Cost savings initiatives, together with reductions in employment costs from furloughed employees as a result of COVID-19 that we discussed in our June Annual Meeting and press
release, are estimated to save $2-3 million in operating expenses through July. Impairment charges recognized in the first quarter of 2020 are expected to be $2.5 million, primarily related to operating lease assets. Cash and short-term
securities at the end of July were $11.5 million.
The Company also announced that it will not be able to complete its financial restatement and file all outstanding periodic reports with the SEC by August 10, 2020. As previously reported, a
listing panel of The Nasdaq Stock Market LLC (“Nasdaq”) had granted the Company until August 10 to file those reports in order to remain listed on the Nasdaq Global Market; this date represented the full extent of the panel’s discretion in this
matter and, as a result, the panel is required to issue a delisting determination under the Nasdaq Listing Rules. The Company therefore expects: (1) to receive a delisting determination letter from Nasdaq notifying it that trading in the Company’s
shares will be suspended on Nasdaq and (2) that its common stock may remain eligible to trade on the Over-the Counter Markets’ “Pink Sheets” under the current symbol “TLF.”
Janet Carr, CEO of Tandy Leather, commented, “As with so many other retailers, we have been severely impacted this year by the COVID-19 pandemic. We are encouraged, however, by the performance
of our stores that have reopened. The reopening process is still continuing, with 97 of our 106 stores having reopened since May 22. Our reopened stores have actually performed on average above 2019 levels during this brief period, although with
so many uncertainties in today’s environment we cannot be sure if this will continue. If there is a silver lining to this crisis for our business, it has been that our web sales since closing our stores are up 160% versus last year. As we
previously announced, this was aided by our building a centralized web fulfillment capability in our Fort Worth distribution center that now allows us to fulfill web orders worldwide from there rather than from individual stores.
“The interruptions from COVID-19 and the related stay-at-home orders also impacted our ability to complete our financial restatement amidst our implementation of numerous new accounting systems
and controls. Because of this, despite herculean efforts from our team under unprecedented circumstances, we were not able to complete our restatement and make the required SEC filings by the August 10 deadline set by Nasdaq. This is a real
disappointment to us, but we will continue to push forward to complete these filings as quickly as possible. If we are delisted as we expect, then we intend to promptly apply for re-listing on Nasdaq once the required filings have been made.”
The Company also announced that its Board of Directors had approved a new program to repurchase up to $5 million of its common stock between now and July 31, 2022. The Company’s current share
repurchase program was scheduled to expire in August 2020. The Company will be able to resume share repurchases in the open market following completion of the Company’s financial restatement and making all required periodic filings with the SEC.
Tandy Leather Factory, Inc., (http://www.tandyleather.com), headquartered in Fort Worth, Texas, is a specialty retailer of a broad product line including leather, leatherworking tools, buckles and adornments for belts, leather dyes and
finishes, saddle and tack hardware, and do-it-yourself kits. The Company distributes its products through its 108 North American stores located in 40 US states and 6 Canadian provinces, and one International store located in Spain. Its common
stock trades on the Nasdaq with the symbol “TLF”. To be included on Tandy Leather Factory’s email
distribution list, go to http://www.b2i.us/irpass.asp?BzID=1625&to=ea&s=0.
Contact: Steve Swank, Tandy Leather Factory, Inc. (817) 872-3200 or steve.swank@tandyleather.com
This news release may contain statements regarding future events, occurrences, circumstances, activities, performance, outcomes and results that are considered “forward-looking statements” as defined in the Private
Securities Litigation Reform Act of 1995. When used in this release, terms such as “believes,” “estimates,” “should,” “could,” “would,” “plans,” “expects,” “intends,” “anticipates,” “may,” “forecasts,” “future,” “will,” “projects,” “potential,”
“target,” “outlook” and similar expressions and variations as they relate to the Company or its management are intended to identify forward-looking statements. Actual results and events may differ from those projected as a result of certain risks
and uncertainties. These risks and uncertainties include but are not limited to: changes in general economic conditions, negative trends in general consumer-spending levels, failure to realize the anticipated benefits of opening retail stores;
availability of hides and leathers and resultant price fluctuations; change in customer preferences for our product, and other factors disclosed in our filings with the Securities and Exchange Commission. These forward-looking statements are made
only as of the date hereof, and except as required by law, we do not intend to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.