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: January 12, 2001 Emerson Radio Corp. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Delaware 0-25226 22-3285224 - ------------------- -------------------- -------------------- (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 9 Entin Road, Parsippany, New Jersey 07054 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (973) 884-5800 Not Applicable - -------------------------------------------------------------------------------- (Former Address, if changed since Last Report) (Zip Code) Item 5. Other Events. On January 12, 2001, in a privately negotiated transaction, Emerson Radio Corp. ("Emerson") purchased 1,629,629 shares of common stock, par value $.01 per share (the "Common Stock"), of Sport Supply Group, Inc. ("SSG") from SSG for a total purchase price of $2,200,000. The purchase price was paid out of funds made available pursuant to Emerson's lending agreement with Congress Financial Corporation, its senior secured lender. As a result of this transaction, as of January 12, 2001, Emerson directly owned 4,326,029 shares of Common Stock, or approximately 48.3% of the total outstanding Common Stock and, as a consequence of its ownership of a presently exercisable warrant to purchase 1,000,000 additional shares of Common Stock, beneficially owned approximately 53.8% of the outstanding Common Stock. 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. EMERSON RADIO CORP. By: /s/ Geoffrey P. Jurick ------------------------------- Name: Geoffrey P. Jurick Title: Chairman of the Board, Chief Executive Officer and President Dated: January 17, 2001