Virco Manufacturing Corporation filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits
$VIRC
Industrial Specialties
Consumer Discretionary
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: April 1, 2024
(Exact name of registrant as specified in its charter)
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TABLE OF CONTENTS
Item 7.01 - Regulation FD Disclosure | |||||
SIGNATURES | |||||
Item 7.01 Regulation FD Disclosure.
On April 1, 2024, Virco Mfg. Corporation (“Virco”) issued a press release announcing an update of its investor presentation, highlighting the Company’s strong recovery following pandemic-related school closures. A copy of the press release is attached hereto furnished as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the investor presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The update of the investor presentation includes preliminary, unaudited top-line results for the Company’s Fiscal Year Ended January 31, 2024. Included in these figures is Management’s preferred forward-looking indicator of business velocity: “Shipments plus Backlog,” a non-GAAP measure of actual year-to-date shipments plus the unshipped backlog of orders for the upcoming delivery season. A copy of the investor presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The press release and investor presentation shall not be deemed “filed” for any purpose, including for the 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. The information in this Item 7.01, as well as Exhibits 99.1and 99.2, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
The statements in this Current Report on Form 8-K, and in Exhibit 99.1 and Exhibit 99.2 hereto contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations and beliefs about future events or circumstances, and investors should not place undue reliance on these statements. Such statements involve known and unknown risks, uncertainties, assumptions and other factors, many of which are out of the Company’s control and difficult to forecast. These factors may cause actual results to differ materially from those that are anticipated. See the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and other reports and material that it files with the Securities and Exchange Commission for a further description of these and other risks and uncertainties. The Company assumes no, and hereby disclaims any, obligation to update any forward-looking statements, but reserves the right to make such updates from time to time without the need for specific reference to this Form 8-K or the presentation furnished as Exhibit 99.1 hereto. No such update shall be deemed to indicate that other statements which are not addressed by such an update remain correct or create an obligation to provide any other updates.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
99.1 | ||||||||
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.
VIRCO MFG. CORPORATION (Registrant) | |||||||||||
| Date: April 1, 2024 | /s/ Robert A. Virtue | ||||||||||
| (Signature) | |||||||||||
| Name: | Robert A. Virtue | ||||||||||
| Title: | Chief Executive Officer and Chairman of the Board of Directors | ||||||||||