Current Report Filing (8-k)
18 Aprile 2019 - 2:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
April
18, 2019
A
MBER
R
OAD
,
I
NC
.
(Exact
name of Registrant as specified in its charter)
Delaware
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001-36360
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22-2590301
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(State of incorporation)
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(Commission File No.)
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(IRS Employer Identification No.)
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One Meadowlands Plaza
East Rutherford, New Jersey 07073
(Address
of principal executive offices)
Registrant’s telephone number:
(201)
935-8588
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:
⃞
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 (§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.
☑
On April 18, 2019, Amber Road, Inc. (the “Company”) issued a press
release announcing that the Board of Directors of the Company (the
“Board”) has determined to postpone the 2019 Annual Meeting of
Stockholders (the “Annual Meeting”), which was previously scheduled to
be held on May 7, 2019.
The Board has decided to postpone the Annual Meeting until June 18,
2019. The Company has filed a definitive proxy statement with the
Securities and Exchange Commission (the “SEC”) on April 8, 2019. The
Company will file a revised proxy statement with the SEC.
The press release issued by the Company is attached as Exhibit 99.1
hereto and is incorporated into this Item 8.01 by reference.
Item 9.01.
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Financial Statements and Exhibits.
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Cautionary Language Concerning Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are not historical facts, but instead
represent only our current expectations and beliefs, and therefore,
contain risks and uncertainties about future events or our future
financial performance, including, but not limited to, achieving revenue
from bookings, closing business from the sales pipeline, new customer
deployments and maintaining these relationships, the ability to reduce
operating losses and use of cash, and attaining profitability. In some
cases, you can identify forward-looking statements by terminology such
as “may,” “will,” “could,” “should,” “expect,” “intend,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “potential,” or
“continue,” and similar expressions, whether in the negative or
affirmative. These statements are only predictions and may be
inaccurate. Actual events or results may differ materially. In
evaluating these statements, you should specifically consider various
factors, including the risks outlined in our filings with the Securities
and Exchange Commission (SEC), including, without limitation, our
annual, periodic and current SEC reports. These factors may cause our
actual results to differ materially from any forward-looking statement.
Although we believe that the expectations reflected in the
forward-looking statements are reasonable, our future results, levels of
activity, performance or achievements may differ from our expectations.
Other than as required by law, we do not undertake to update any of the
forward-looking statements after the date of this press release, even
though our situation may change in the future.
Important Additional Information
The Company, its directors and certain of its executive officers are
participants in the solicitation of proxies from the Company’s
stockholders in connection with the Company’s 2019 Annual Meeting. The
Company has filed a definitive proxy statement and WHITE proxy card with
the SEC in connection with its solicitation of proxies from the
Company’s stockholders.
STOCKHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY
STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED
WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY AS THEY CONTAIN IMPORTANT
INFORMATION. Information regarding the identities of the Company’s
directors and executive officers, and their direct or indirect
interests, by security holdings or otherwise, are set forth in the proxy
statement and other materials filed with the SEC in connection with the
2019 Annual Meeting. Stockholders can obtain the proxy statement, any
amendments or supplements to the proxy statement, and any other
documents filed by the Company with the SEC at no charge at the SEC’s
website at www.sec.gov. These documents are also available at no charge
at the Company’s website at www.amberroad.com in the “Investor
Relations” section under “SEC Filings.”
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.
Dated:
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April 18, 2019
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AMBER ROAD, INC.
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By:
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/s/ Brad Holmstrom
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Brad Holmstrom
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General Counsel
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Grafico Azioni AMBER ROAD, INC. (NYSE:AMBR)
Storico
Da Set 2024 a Ott 2024
Grafico Azioni AMBER ROAD, INC. (NYSE:AMBR)
Storico
Da Ott 2023 a Ott 2024
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