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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/30/20 Huttig Building Products Inc. 8-K:2,8,9 10/29/20 12:447K Globenewswire Inc./FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 20K 2: EX-99.1 Press Release HTML 84K 8: R1 Cover HTML 44K 10: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- f8k_103020_htm XML 14K 9: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.DEF XBRL Definitions -- gnw-20190101_def XML 71K 5: EX-101.LAB XBRL Labels -- gnw-20190101_lab XML 99K 6: EX-101.PRE XBRL Presentations -- gnw-20190101_pre XML 68K 3: EX-101.SCH XBRL Schema -- gnw-20190101 XSD 13K 11: JSON XBRL Instance as JSON Data -- MetaLinks 26± 34K 12: ZIP XBRL Zipped Folder -- 0001171843-20-007430-xbrl Zip 28K
| Form 8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM i 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): i October 29, 2020
_______________________________
i Huttig Building Products, Inc.
(Exact name of registrant as specified in its charter)
_______________________________
| i Delaware | i 001-14982 | i 43-0334550 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
i 555 Maryville University Drive, Suite 400
i St. Louis, i Missouri i 63141
(Address of Principal Executive Offices) (Zip Code)
( i 314) i 216-2600
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
_______________________________
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:
| i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | 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 Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| i Common, par value $0.01 per share | i HBP | i 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 i ☐
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 October 29, 2020, Huttig Building Products, Inc. (the "Company") issued a press release announcing its results of operations for the third quarter ended September 30, 2020. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "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 registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise stated in such filing.
As previously disclosed in the Company's Current Report on Form 8-K filed August 18, 2020, on August 6, 2020, the Company received an unsolicited, non-binding, expression of interest from Mill Road Capital Management LLC ("Mill Road"), a private investment firm, to acquire all of the outstanding common stock of the Company for $2.75 per share, subject to certain contingencies. On October 14, 2020, the Company received a revised expression of interest from Mill Road to acquire all of the outstanding common stock of the Company for $4.00 per share, subject to certain contingencies, a copy of which was filed by Mill Road with its Schedule 13D/A on October 14, 2020. The revised expression of interest, and the Company's response thereto, is discussed in the press release furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
(d) Exhibits
| 99.1 | Press Release of Huttig Building Products, Inc. dated October 29, 2020 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Huttig Building Products, Inc. | ||
| Date: October 29, 2020 | By: | /s/ Philip W. Keipp |
| Philip W. Keipp | ||
| Vice President and Chief Financial Officer | ||
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 10/30/20 | 10-Q | ||
| For Period end: | 10/29/20 | SC 13D/A | ||
| 10/14/20 | SC 13D/A | |||
| 9/30/20 | 10-Q | |||
| 8/18/20 | 8-K | |||
| 8/6/20 | SC 13D/A | |||
| List all Filings | ||||