Current Report Filing (8-k)
31 December 2019 - 4:23AM
Edgar (US Regulatory)
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): December 27, 2019
INDUSTRIAL
SERVICES OF AMERICA, INC.
(Exact name of registrant as specified in its charter)
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Florida
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0-20979
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59-0712746
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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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7100
Grade Lane, Louisville, Kentucky 40213
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(Address
of principal executive offices) (Zip Code)
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Registrant’s
telephone number, including area code (502) 366-3452
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Not applicable
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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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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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:
Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common,
$0.0033 par value
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IDSA
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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. ☐
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Item 5.03.
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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On December 27, 2019, in connection with the consummation
of the asset sale (the “Transaction”) and in accordance with the Asset Purchase Agreement (the “Purchase Agreement”)
dated as of August 16, 2019, by and between the Industrial Services of America, Inc. (the “Company”) and its subsidiaries,
and River Metals Recycling LLC (“River Metals”) and its parent company, The David J. Joseph Company, the Company filed
Articles of Amendment for the purpose of amending its Articles of Incorporation to change the name of the Company from Industrial
Services of America, Inc. to Recycling Asset Holdings, Inc. (the “Name Change Amendment”), effective December 27,
2019. The Company’s shareholders approved the Name Change Amendment at the annual meeting of the shareholders held on November
20, 2019. The full text of the Name Change Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated
herein by reference.
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Item 9.01.
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Financial Statements and Exhibits.
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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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INDUSTRIAL SERVICES OF AMERICA, INC.
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By:
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/s/ Todd L. Phillips
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Todd L. Phillips
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Date: December 30, 2019
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President, Chief Executive Officer and Chief Financial Officer
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