Current Report Filing (8-k)
February 02 2021 - 5:28PM
Edgar (US Regulatory)
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 (Date of earliest event reported): February 2, 2021
JANONE
INC.
(Exact
Name of Registrant as Specified in Charter)
Nevada
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000-19621
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41-1454591
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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325
E. Warm Springs Road, Suite 102
Las
Vegas, Nevada 89119
(Address
of Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: 702-997-5968
(Former
Name or Former Address, if Changed Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.001 par value per share
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JAN
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The
NASDAQ Stock Market LLC
(The
NASDAQ Capital Market)
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Section
8 – Other Events
Item
8.01 Other Events
On
February 2, 2021, JanOne Inc. (the “Company”) closed its previously announced registered direct offering (the
“Offering”) of an aggregate of 571,428 shares of the Company’s common stock, par value $0.001 per share (the
“Common Stock”), at a price of $10.50 per share, for gross proceeds to the Company of approximately $6,000,000, before
deducting placement agent fees and other offering expenses. Following the Offering, the Company had an aggregate of 2,401,410
shares of Common Stock outstanding.
A
copy of the opinion of Clark Hill PLC relating to the legality of the issuance and sale of the shares of Common Stock is attached
as Exhibit 5.1 hereto.
On
February 2, 2021, the Company issued a press release announcing the closing of the Offering. A copy of the press release is furnished
as Exhibit 99.1 and is incorporated herein by reference.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
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.
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JanOne
Inc.
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By:
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/s/
Tony Isaac
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Name:
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Tony
Isaac
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Title:
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President
and Chief Executive Officer
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Dated:
February 2, 2021
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