Onar Holding Corp. Announces Material Agreements & Equity Sales
Ticker: ONAR · Form: 8-K · Filed: Sep 19, 2025 · CIK: 1682265
| Field | Detail |
|---|---|
| Company | Onar Holding CORP (ONAR) |
| Form Type | 8-K |
| Filed Date | Sep 19, 2025 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $2,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, acquisition-disposition, financial-obligation, equity-sale
TL;DR
Onar Holding Corp. just dropped an 8-K detailing asset deals, new debt, and equity sales. Big moves happening.
AI Summary
Onar Holding Corp. entered into a material definitive agreement on September 15, 2025, related to the completion of an acquisition or disposition of assets. The company also disclosed the creation of a direct financial obligation and unregistered sales of equity securities. This filing indicates significant corporate activity and potential financial restructuring for Onar Holding Corp.
Why It Matters
This filing signals substantial corporate actions by Onar Holding Corp., including asset transactions and potential new financial obligations, which could impact its future financial standing and operational structure.
Risk Assessment
Risk Level: medium — The filing details material definitive agreements, asset transactions, new financial obligations, and unregistered equity sales, indicating significant corporate changes that carry inherent risks.
Key Players & Entities
- Onar Holding Corp. (company) — Registrant
- Reliant Holdings, Inc. (company) — Former company name
- September 15, 2025 (date) — Date of earliest event reported
FAQ
What specific material definitive agreement did Onar Holding Corp. enter into?
The filing indicates the entry into a material definitive agreement but does not provide specific details of the agreement itself within the provided text.
What type of acquisition or disposition of assets was completed?
The filing states the completion of an acquisition or disposition of assets, but the specific nature of these transactions is not detailed in the provided text.
What is the nature of the direct financial obligation created by Onar Holding Corp.?
The filing confirms the creation of a direct financial obligation, but the specifics of this obligation are not elaborated upon in the provided text.
When did Onar Holding Corp. change its name from Reliant Holdings, Inc.?
Onar Holding Corp. changed its name from Reliant Holdings, Inc. on August 12, 2016.
What is the business address and phone number for Onar Holding Corp.?
The business address for Onar Holding Corp. is 8605 Santa Monica Boulevard, PMB 36522, Los Angeles, CA 90069, and the business phone number is 213-437-3081.
Filing Stats: 1,297 words · 5 min read · ~4 pages · Grade level 12.7 · Accepted 2025-09-19 12:16:38
Key Financial Figures
- $2,000,000 — (i) paid an aggregate consideration of $2,000,000, subject to adjustment and holdback as
Filing Documents
- onar_8k.htm (8-K) — 33KB
- onar_ex101.htm (EX-10.1) — 389KB
- onar_ex991.htm (EX-99.1) — 13KB
- 0001477932-25-006875.txt ( ) — 631KB
- onar-20250915.xsd (EX-101.SCH) — 5KB
- onar-20250915_lab.xml (EX-101.LAB) — 14KB
- onar-20250915_cal.xml (EX-101.CAL) — 1KB
- onar-20250915_pre.xml (EX-101.PRE) — 9KB
- onar-20250915_def.xml (EX-101.DEF) — 2KB
- onar_8k_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On September 15, 2025, a subsidiary of ONAR Holding Corporation (together with its subsidiaries, the "Company") acquired all of the outstanding equity interests (the "Membership Interests") of Juice Labs LLC, a Delaware limited liability company ("Juice"), pursuant to that certain Securities Purchase Agreement by and among Storia Agency, LLC ("Buyer"), Juice and the sellers listed on Schedule 1 thereto (the "Sellers"), dated as of September 15, 2025 (the "Purchase Agreement"). The Purchase Agreement includes customary representations and warranties, confidentiality, non-competition, non-solicitation, non-disparagement, non-interference, and indemnification provisions as provided therein. Pursuant to the Purchase Agreement, as consideration for the acquisition of the Membership Interests, Buyer (i) paid an aggregate consideration of $2,000,000, subject to adjustment and holdback as set forth in the Purchase Agreement, and (ii) is required to pay additional consideration to the Sellers (the "Earnout Consideration"), if any, calculated based on revenue, net of pass through advertising expenses, attributable to new clients referred by the Sellers to the Buyer after the closing date that are received by Juice during the first 24 months from the initial contract date with any such new referred clients for all initial contracts with such new referred clients that are entered into by Juice within five (5) years of the closing date ("Net New Revenue"). On or prior to each one-year anniversary of the closing date until the fifth-year anniversary of the closing date (or until the six- or seventh-year anniversary of the closing date to the extent that there is Net New Revenue in such years), Buyer shall prepare and deliver to Sellers a statement setting forth its calculation of Net New Revenue for the applicable twelve-month period. Upon final determination of Net New Revenue for the applicable twelve-month period, Buyer
01 Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets. The information set forth in Item 1.01 is incorporated herein by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under and Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 is incorporated herein by reference. 2
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The information set forth in Item 1.01 is incorporated herein by reference.
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On September 18, 2025, the Company issued a press release announcing the acquisition of the Membership Interests. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, on this Form 8-K, 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 incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired. The financial statements required by Item 9.01(a) of Form 8-K will be filed by an amendment to this Current Report on Form 8-K not later than 71 days after the date on which this Current Report on Form 8-K is required to be filed. (b) Pro Forma Financial Information The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by an amendment to this Current Report on Form 8-K not later than 71 days after the date on which this Current Report on Form 8-K is required to be filed. Exhibit No. Description 10. 1 Securities Purchase Agreement by and among Storia Agency, LLC, Juice Labs LLC and the sellers listed on Schedule 1 thereto, dated as of September 15, 2025 99.1 Press Release dated September 18, 2025 announcing the acquisition 104 Cover Page Interactive Data File (formatted as inline XBRL) 3 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. ONAR Holding Corporation (Registrant) Date: September 19, 2025 By: /s/ Claude Zdanow Name: Claude Zdanow Title: Chief Executive Officer 4