JanOne Files 8-K on Material Agreement, Financial Exhibits

TL;DR

**JanOne just signed a big deal, expect potential shifts.**

AI Summary

JanOne Inc. filed an 8-K on February 8, 2024, to report an "Entry into a Material Definitive Agreement" and "Financial Statements and Exhibits." This filing indicates a significant new agreement that could impact the company's future operations and financial health. For investors, this matters because material agreements often signal strategic shifts, potential revenue changes, or new partnerships, which could affect the stock's valuation and future performance.

Why It Matters

This filing signals a new, important agreement for JanOne Inc., which could significantly alter its business direction or financial outlook, directly impacting shareholder value.

Risk Assessment

Risk Level: medium — The filing mentions a 'Material Definitive Agreement' but lacks specific details, creating uncertainty about its nature and potential impact.

Analyst Insight

A smart investor would monitor JanOne Inc. for follow-up announcements or filings that provide specific details about the 'Material Definitive Agreement' to assess its potential impact on the company's financials and strategic direction before making any investment decisions.

Key Numbers

• 2024-02-08 — Date of Report (The date the earliest event reported in the 8-K occurred.)
• $0.001 — par value per share (The par value of JanOne Inc.'s Common Stock.)

Key Players & Entities

• JanOne Inc. (company) — the registrant filing the 8-K
• Nevada (company) — state of incorporation for JanOne Inc.
• 000-19621 (dollar_amount) — Commission File Number for JanOne Inc.
• 41-1454591 (dollar_amount) — IRS Employer Identification No. for JanOne Inc.
• 325 E. Warm Springs Road , Suite 102 Las Vegas , NV 89119 (company) — Address of Principal Executive Offices for JanOne Inc.
• 702-997-5968 (dollar_amount) — Registrant’s telephone number for JanOne Inc.
• JAN (company) — Trading Symbol for JanOne Inc. Common Stock
• The NASDAQ Stock Market LLC (company) — Exchange where JanOne Inc. Common Stock is registered

Forward-Looking Statements

• JanOne Inc. will release more details about the 'Material Definitive Agreement' in a subsequent filing or press release. (JanOne Inc.) — high confidence, target: 2024-03-08

FAQ

Key Financial Figures

• $0.001 — ange on which registered Common Stock, $0.001 par value per share JAN The NASDAQ Stoc
• $0 — each obligation, as amended, was set at $0.58, subject to standard adjustments for
• $300,000 — nitial principal amount of each note is $300,000, with an interest rate of 10% per annum

Filing Documents

• jan-20240208.htm (8-K) — 31KB
• ex10101_icgjanonefourthame.htm (EX-10.101) — 84KB
• ex10102_livejanonefirstame.htm (EX-10.102) — 77KB
• ex10103_janonepromissoryno.htm (EX-10.103) — 93KB
• ex10104_janonepromissoryno.htm (EX-10.104) — 93KB
• 0001628280-24-003865.txt ( ) — 579KB
• jan-20240208.xsd (EX-101.SCH) — 2KB
• jan-20240208_lab.xml (EX-101.LAB) — 25KB
• jan-20240208_pre.xml (EX-101.PRE) — 13KB
• jan-20240208_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On February 7, 2024, JanOne Inc. (the "Company") amended two of its outstanding promissory obligations to add convertibility provisions to each. The per-share conversion price for each obligation, as amended, was set at $0.58, subject to standard adjustments for (i) stock dividends and splits, (ii) subsequent rights offerings, and (iii) pro rata distributions. The Company's board of directors provided its final approvals of the amendments on February 7, 2024. The conversion price of each amendment was set in accordance with Nasdaq Rule 5635(d)(ii) "the average Nasdaq Official Closing Price of the common stock (as reflected on Nasdaq.com) for the five trading days immediately preceding the signing of the [amendments]" (February 6, 5, 2, and 1 and January 31, 2024). Please see the Company's Fourth Amendment to Secured Revolving Line of Credit in favor of Isaac Capital Group LLC ("ICG") and the Company's First Amendment to Promissory Note in favor of Live Ventures Incorporated ("Live"). The foregoing descriptions of the amended obligations are not complete and are qualified in their entirety by reference to the full text of the amended agreements, a copy of each of which is filed herewith as Exhibits 10.101 and 10.102, respectively, to this Current Report on Form 8-K and each is incorporated by reference herein. On February 7, 2024, the Company entered into a promissory note with each of the holders of the amended promissory notes. The initial principal amount of each note is $300,000, with an interest rate of 10% per annum. One hundred thousand dollars of principal, and accrued interest thereon, for each note is due on March 7, 2024 and the balance of each note is due on December 31, 2024. At the Company's option, the obligation under each note is convertible after the six-month anniversary thereof at a per-share conversion price of $0.58, subject to standard adjustments for (i) stock dividends and splits, (ii)

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.101 Form of Fourth Amendment to Secured Revolving Line of Credit with Isaac Capital Group LLC, dated February 7, 2024. 10.102 Form of First Amendment to Promissory Note with Live Ventures Incorporated, dated February 7, 2024. 10.103 Form of Promissory Note in favor of Isaac Capital Group LLC, dated February 7, 2024. 10.104 Form of Promissory Note in favor of Live Ventures Incorporated, dated February 7, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, we have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. JanOne Inc. By: /s/ Tony Isaac Name: Tony Isaac Title: President and Chief Executive Officer Dated: February 8, 2024

View Full Filing

View this 8-K filing on SEC EDGAR