Cohen & Co. Files 8-K on Material Definitive Agreement
Ticker: COHN · Form: 8-K · Filed: Jan 5, 2024 · CIK: 1270436
Complexity: simple
Sentiment: neutral
Topics: material-agreement, corporate-action, filing
TL;DR
**Cohen & Co. just inked a major deal, watch for details on its impact.**
AI Summary
Cohen & Company Inc. filed an 8-K on January 5, 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 financial position or operations. For investors, this matters because material agreements often signal strategic shifts, potential revenue changes, or new partnerships, which could affect the stock's future performance.
Why It Matters
This filing signals a new, important agreement for Cohen & Company Inc., which could significantly alter its business outlook, financial performance, or strategic direction, directly impacting shareholder value.
Risk Assessment
Risk Level: medium — The filing indicates a material agreement but lacks specific details, creating uncertainty about its potential positive or negative impact on the company.
Analyst Insight
A smart investor would monitor Cohen & Company Inc. for subsequent filings or press releases that provide specific details about the 'Material Definitive Agreement' to assess its potential impact on the company's financials and strategic direction.
Key Players & Entities
- Cohen & Company Inc. (company) — the registrant filing the 8-K
- January 5, 2024 (date) — date of earliest event reported and filing date
- 001-32026 (other) — Commission File Number for Cohen & Company Inc.
- 16-1685692 (other) — IRS Employer Identification No. for Cohen & Company Inc.
Forward-Looking Statements
- Cohen & Company Inc. will release further details about the 'Material Definitive Agreement' in a subsequent filing or press release. (Cohen & Company Inc.) — high confidence, target: Q1 2024
- The 'Material Definitive Agreement' will involve a strategic partnership or acquisition, given the nature of such filings. (Cohen & Company Inc.) — medium confidence, target: Q2 2024
FAQ
What is the primary purpose of this 8-K filing by Cohen & Company Inc.?
The primary purpose of this 8-K filing by Cohen & Company Inc. is to report an "Entry into a Material Definitive Agreement" and to include "Financial Statements and Exhibits" as of January 5, 2024.
What is the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported in this 8-K filing is January 5, 2024.
What is the full legal name of the registrant as specified in its charter?
The full legal name of the registrant as specified in its charter is Cohen & Company Inc.
Where are the principal executive offices of Cohen & Company Inc. located?
The principal executive offices of Cohen & Company Inc. are located at Cira Centre 2929 Arch Street, Suite 1703, Philadelphia, Pennsylvania, 19104.
Under which sections of The Securities Exchange Act of 1934 is this report filed?
This report is filed pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934.
Filing Stats: 689 words · 3 min read · ~2 pages · Grade level 10.6 · Accepted 2024-01-05 16:15:15
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share COHN The NYSE American S
- $4,500,000 — te in the aggregate principal amount of $4,500,000 (the "Note") to JKD Capital Partners I
Filing Documents
- tm242125d1_8k.htm (8-K) — 30KB
- tm242125d1_ex10-1.htm (EX-10.1) — 23KB
- 0001104659-24-001800.txt ( ) — 229KB
- cohn-20240105.xsd (EX-101.SCH) — 3KB
- cohn-20240105_lab.xml (EX-101.LAB) — 33KB
- cohn-20240105_pre.xml (EX-101.PRE) — 22KB
- tm242125d1_8k_htm.xml (XML) — 3KB
01
Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed, on January 31, 2022, Cohen & Company, LLC (the "Operating LLC"), a Maryland limited liability company and the operating subsidiary of Cohen & Company Inc., a Maryland corporation (the "Company"), issued that certain Amended and Restated Senior Promissory Note in the aggregate principal amount of $4,500,000 (the "Note") to JKD Capital Partners I LTD ("JKD"). JKD is owned by Jack J. DiMaio, Jr., a current member of the Company's board of directors, and his spouse. On January 5, 2024, the Operating LLC and JKD entered into the Amendment No. 1 to Amended and Restated Senior Promissory Note (the "Amendment"), pursuant to which the Note was amended to (A) extend (i) the maturity date thereof from January 31, 2024 to January 31, 2026, (ii) the date following which the Note may be redeemed by JKD from January 31, 2023 to January 31, 2025, and (iii) the date following which the Note may be prepaid by the Operating LLC from January 31, 2023 to January 31, 2025; and (B) increase the interest rate payable under the Note from 10% per annum to 12% per annum effective as of January 31, 2024. Except as described herein, no other changes were made to the Note pursuant to the Amendment. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. Item 9.01
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1* Amendment No. 1 to Amended and Restated Senior Promissory Note, dated January 5, 2024, by and between Cohen & Company, LLC and JKD Capital Partners I LTD.. 104 Cover Page Interactive Data File (Embedded within the inline XBRL document.) * Filed electronically herewith.
SIGNATURES
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. COHEN & COMPANY INC. Date: January 5, 2024 By: /s/ Joseph W. Pooler, Jr. Name: Joseph W. Pooler, Jr. Title: Executive Vice President, Chief Financial Officer and Treasurer