Basic Stats
| LEI | 549300YU48XYB4ISJM97 |
| CIK | 795212 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Kaspien Holdings Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 0-14818 Kaspien Holdings Inc. (Exact name of registrant as specified in its |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 0-14818 Kaspien Holdings Inc. (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 2818 N. Sullivan Rd. Ste. 130 Spo |
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| December 18, 2023 |
KASPIEN, INC. SENIOR EXECUTIVE RETENTION BONUS & SEVERANCE LETTER AGREEMENT Exhibit 10.2 KASPIEN, INC. SENIOR EXECUTIVE RETENTION BONUS & SEVERANCE LETTER AGREEMENT Dear Ed: On behalf of Kaspien, Inc. (the “Company”), I am pleased to offer you the opportunity to receive an employee retention bonus and severance payment if you agree to the terms and conditions contained in this letter agreement (this “Agreement”), which shall be effective as of the date you execute and ret |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 14, 2023 Kaspien Holdings Inc. |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 28, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HO |
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| December 18, 2023 |
Exhibit 99.1 Kaspien Holdings Inc. Announces Voluntary Delisting from the OTCQB and Deregistration Under the Securities Act SPOKANE, Wash. – December 18, 2023 – Kaspien Holdings Inc. (OTCQB: KSPN) (“Kaspien” or the “Company”) today notified the OTCQB of the Company’s decision to voluntarily delist its common stock from the OTCQB and its intent to file a Form 25 with the U.S. Securities and Exchang |
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| December 18, 2023 |
KASPIEN, INC. SENIOR EXECUTIVE RETENTION BONUS & SEVERANCE LETTER AGREEMENT EXHIBIT 10.1 KASPIEN, INC. SENIOR EXECUTIVE RETENTION BONUS & SEVERANCE LETTER AGREEMENT Dear Brock: On behalf of Kaspien, Inc. (the “Company”), I am pleased to offer you the opportunity to receive an employee retention bonus and severance payment if you agree to the terms and conditions contained in this letter agreement (this “Agreement”), which shall be effective as of the date you execute and |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 0-14818 CUSIP NUMBER 89336Q (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: October 28, 202 |
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| December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 1, 2023 Kaspien Holdings Inc. |
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| September 18, 2023 |
Kaspien Holdings Inc. Reports Fiscal Second Quarter 2023 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Second Quarter 2023 Results SPOKANE, Wash. – September 12, 2023 – Kaspien Holdings Inc. (OTCQB: KSPN) (“Kaspien” or the “Company”), a leading e-commerce marketplace growth platform, today reported financial results for the fiscal second quarter ended July 29, 2023. Management Commentary “The second quarter built on the progress achieved in the firs |
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| September 18, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 12, 2023 Kaspien Holdings Inc. |
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| September 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HOLDI |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 28, 2023 Kaspien Holdings Inc. |
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| June 13, 2023 |
AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of November , 2022, by and among KASPIEN INC., a Washington corporation (f/k/a Etailz Inc.) (the “Borrower”), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment Corporation) (the “Parent”), the Lenders party |
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| June 13, 2023 |
Kaspien Holdings Inc. Reports Fiscal First Quarter 2023 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal First Quarter 2023 Results SPOKANE, Wash. – June 13, 2023 – Kaspien Holdings Inc. (OTCQB: KSPN) (“Kaspien” or the “Company”), a leading e-commerce marketplace growth platform, today reported financial results for the fiscal first quarter ended April 29, 2023. Management Commentary “The first quarter was highlighted by higher year over year sales, i |
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| June 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HOLD |
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| June 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 29, 2023 Kaspien Holdings Inc. |
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| June 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 12, 2023 Kaspien Holdings Inc. |
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| June 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 6, 2023 Kaspien Holdings Inc. |
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| June 6, 2023 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”), dated as of June 6, 2023, is entered into between Kaspien, Inc., a Washington corporation (“Seller”), and Channel Key, LLC, a Nevada limited liability company (“Buyer”). RECITALS WHEREAS, Seller wishes to sell and assign to Buyer, and Buyer wishes to purchase and assume from Seller, the rights and obligations of |
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| June 1, 2023 |
OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2024 Estimated average burden hours per response 1. |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 22, 2023 Kaspien Holdings Inc. |
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| May 22, 2023 |
Kaspien Holdings Inc. Announces Exhibit 99.1 Kaspien Holdings Inc. Announces Voluntary Delisting from The Nasdaq Capital Market SPOKANE, Wash. – May 22, 2023 – Kaspien Holdings Inc. (Nasdaq: KSPN) (“Kaspien” or the “Company”), a leading e-commerce marketplace growth platform, today notified The Nasdaq Stock Market LLC (“Nasdaq”) of the Company’s decision to voluntarily delist its common stock from The Nasdaq Capital Market and i |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 4, 2023 Kaspien Holdings Inc. |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 28, 2023 Kaspien Holdings Inc. |
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| May 1, 2023 |
Kaspien Holdings Inc. Reports Fiscal Fourth Quarter And Full Year 2022 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Fourth Quarter And Full Year 2022 Results SPOKANE, Wash. – April 28, 2023 – Kaspien Holdings Inc. (Nasdaq: KSPN) (“Kaspien” or the “Company”), a leading e-commerce marketplace growth platform, today reported financial results for the fiscal fourth quarter and full year ended January 28, 2023. Management Commentary “I’m proud of the progress our org |
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| April 28, 2023 |
KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT EXHIBIT 21 KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT Name of Significant Subsidiary State of Incorporation Subsidiary Trade Names Kaspien Inc. Washington Kaspien |
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| April 28, 2023 |
AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT Exhibit 10.6 EXECUTION COPY AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of November , 2022, by and among KASPIEN INC., a Washington corporation (f/k/a Etailz Inc.) (the “Borrower”), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment Corporation) (the “Parent”), the Lenders party |
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| April 28, 2023 |
DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK Exhibit 4.2 DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK AUTHORIZED CAPITAL STOCK Kaspien’s certificate of incorporation authorizes 200,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. COMMON STOCK Each outstanding share of Kaspien common stock is entitled to one vote on all matters submitted to a vote of shareholder |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 28, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM ………… TO ………… COMMISSION FILE NUMBER: 0-14818 KASPIEN HOLDINGS INC. (Exa |
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| April 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 30, 2023 Kaspien Holdings Inc. |
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| February 15, 2023 |
KSPN / Kaspien Holdings Inc / SUBIN NEIL S - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea173677-13da2subinkaspien.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Kaspien Holdings Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 485837108 (CUSIP Number) Neil S. Subin, 2336 SE Ocean Blvd., Suite 400 |
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| February 15, 2023 |
EX-99.1 2 ea173677ex99-1kaspien.htm JOINT FILING AGREEMENT, DATED FEBRUARY 15, 2022 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D, including all amendments thereto, with respect to the common shares, par value $0.01 per sha |
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| December 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 14, 2022 Kaspien Holdings Inc. |
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| December 14, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 13, 2022 Kaspien Holdings Inc. |
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| December 14, 2022 |
Kaspien Holdings Inc. Reports Fiscal Third Quarter 2022 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Third Quarter 2022 Results SPOKANE, Wash. ? December 13, 2022 ? Kaspien Holdings Inc. (NASDAQ: KSPN) (?Kaspien? or the ?Company?), a leading e-commerce marketplace growth platform, today reported financial results for the fiscal Third quarter ended October 29, 2022. Management Commentary ?During the third quarter, we began seeing the results of our |
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| December 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 29, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HO |
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| November 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 26, 2022 Kaspien Holdings Inc. |
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| September 14, 2022 |
Kaspien Holdings Inc. Reports Fiscal Second Quarter 2022 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Second Quarter 2022 Results SPOKANE, Wash. ? September 13, 2022 ? Kaspien Holdings Inc. (NASDAQ: KSPN) (?Kaspien? or the ?Company?), a leading e-commerce marketplace growth platform, today reported financial results for the fiscal second quarter ended July 30, 2022. Recent Operational Highlights ? The Company reported the two highest sales days in |
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| September 14, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 13, 2022 Kaspien Holdings Inc. |
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| September 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HOLDI |
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| September 2, 2022 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 1, 2022 Kaspien Holdings Inc. |
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| August 30, 2022 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Kaspien Holdings Inc. |
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| August 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KASPIEN HOLDINGS INC. (Exact name of registrant as specified in its charter) New York 14-1541629 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 2818 N. Sullivan Rd. Ste 30 Spokane, WA 99216 (855) 300-2710 (Addr |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. |
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| August 4, 2022 |
Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 130 Spokane Valley, WA 99216 CORRESP 1 filename1.htm Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 130 Spokane Valley, WA 99216 VIA EDGAR August 4, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Janice Adeloye Re: Kaspien Holdings Inc. Acceleration Request for Registration Statement on Form S-1 File No. 333-266381 Ladies and Gentlemen: Pursuan |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. |
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| August 2, 2022 |
AMENDMENT NO. 1 TO VOTING AGREEMENT Exhibit 10.1 AMENDMENT NO. 1 TO VOTING AGREEMENT This AMENDMENT NO. 1 VOTING AGREEMENT (this “Amendment No. 1”), made and entered into as of this 2nd day of August, 2022, amends the Voting Agreement (the “Agreement”) made and entered into as of the 30th day of March, 2020, by and among Kaspien Holdings Inc. (f/k/a/ Trans World Entertainment Corporation), a New York corporation, and the signatories |
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| August 2, 2022 |
Exhibit 3.2 AMENDMENT NO. 4 TO BY-LAWS OF KASPIEN HOLDINGS INC. The By-Laws of Kaspien Holdings Inc., a New York corporation, are hereby amended, effective as of the filing of the Certificate of Amendment of Certificate of Incorporation of Kaspien Holdings Inc. effecting the change in the number of directors set forth below, by: 1. Amending Section 2.1 to read in its entirely as follows: “SECTION |
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| August 2, 2022 |
Exhibit 10.2 KASPIEN HOLDINGS INC. 2005 LONG TERM INCENTIVE AND SHARE AWARD PLAN (AS AMENDED AND RESTATED ON AUGUST 2, 2022) SECTION 1. Purposes. The purposes of the 2005 Long Term Incentive and Share Award Plan, as amended and restated, are to advance the interests of Kaspien Holdings Inc. and its shareholders by providing a means to attract, retain, and motivate employees, consultants and direct |
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| August 2, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF KASPIEN HOLDINGS INC. Under Section 805 of the Business Corporation Law THE UNDERSIGNED, Brock Kowalchuk, being the Interim Chief Executive Officer of Kaspien Holdings Inc., hereby certifies: 1. The current name of the corporation is Kaspien Holdings Inc. (the “Corporation”). The Corporation was originally incorporated under t |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 2, 2022 Kaspien Holdings Inc. |
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| July 29, 2022 |
CALCULATION OF REGISTRATION FEE Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per share Proposed maximum aggregate offering price Amount of registration fee Shares of Common Stock, par value $0. |
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| July 29, 2022 |
As filed with the Securities and Exchange Commission on July 28, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 28, 2022 Registration No. |
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| July 14, 2022 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of July 12, 2022, between Kaspien Holdings Inc., a New York corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions s |
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| July 14, 2022 |
Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of July 12, 2022, between Kaspien Holdings Inc., a New York corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and conditions s |
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| July 14, 2022 |
COMMON STOCK PURCHASE WARRANT KASPIEN HOLDINGS INC. Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 14, 2022 |
LOCK-UP AGREEMENT _____________, 2022 Exhibit 10.8 LOCK-UP AGREEMENT , 2022 Re: Securities Purchase Agreement, dated as of , 2022 (the ?Purchase Agreement?), between Kaspien Holdings, Inc. (the ?Company?) and the purchasers signatory thereto (each, a ?Purchaser? and, collectively, the ?Purchasers?) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the ?Letter Agreement?) shall have the meanings set fo |
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| July 14, 2022 |
Exhibit 99.2 Kaspien Holdings Inc. Announces Closing of $8 Million Registered Direct and Private Placement Offerings Priced At-the-Market Under Nasdaq Rules SPOKANE, Wash., July 14, 2022-(BUSINESS WIRE) ? Kaspien Holdings Inc. (or the ?Company?) (NASDAQ: KSPN), a leading e-commerce marketplace growth platform, today announced the closing of its previously announced registered direct offering and c |
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| July 14, 2022 |
Exhibit 10.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 14, 2022 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT KASPIEN HOLDINGS INC. Exhibit 10.6 PRE-FUNDED COMMON STOCK PURCHASE WARRANT KASPIEN HOLDINGS INC. Warrant Shares: July [13], 2022 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after July [13], 2022 (the ?Issue |
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| July 14, 2022 |
Exhibit 10.7 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of July 12, 2022, between Kaspien Holdings Inc., a New York corporation (the ?Company?), and each of the several purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Purchase A |
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| July 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 12, 2022 Kaspien Holdings Inc. |
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| July 14, 2022 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-252911 PROSPECTUS SUPPLEMENT to Prospectus dated March 11, 2021 KASPIEN HOLDINGS INC. 130,000 Shares of Common Stock Pre-Funded Warrants to Purchase 508,978 Shares of Common Stock We are offering (a) 130,000 shares of common stock at a price per share of $3.13 and (b) prefunded warrants to purchase up to 508,978 shares of common stock, at an ex |
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| July 14, 2022 |
Exhibit 99.1 Kaspien Holdings Inc. Announces Pricing of $8 Million Registered Direct and Private Placement Offerings Priced At-the-Market Under Nasdaq Rules SPOKANE, Wash., July 12, 2022-(BUSINESS WIRE) ? Kaspien Holdings Inc. (or the "Company") (NASDAQ: KSPN), a leading e-commerce marketplace growth platform, today announced that it has entered into a securities purchase agreement with a single i |
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| July 14, 2022 |
Exhibit 10.1 AEGIS CAPITAL CORP. July 12, 2022 PERSONAL AND CONFIDENTIAL Mr. Brock Kowalchuk, Chief Executive Officer Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 130 Spokane Valley, WA 99216 Re: KSPN Private Placement Dear Mr. Kowalchuk: The purpose of this engagement letter is to outline our agreement pursuant to which Aegis Capital Corp. (?Aegis?) will act as the lead placement agent on a ?be |
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| July 1, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 29, 2022 Kaspien Holdings Inc. |
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| June 15, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 14, 2022 Kaspien Holdings Inc. |
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| June 15, 2022 |
Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal First Quarter 2022 Results Long-Term Corporate Strategy Initiatives Taking Shape, Driven by Operations Emphasis on High-Value Opportunities within Retail and Agency Verticals Renewed Contracts with Major Partners and $3 Million Annualized Reduced Operating Expenses Setting Foundation for Future Revenue Growth and Enhanced Profitability SPOKANE, Was |
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| June 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 KASPIEN HOLD |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? ? Definitive Proxy Statement ?? ? ? Definitive Additional Materials ?? ? ? Soliciting Material Pursuant to ? 240. |
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| May 10, 2022 |
DEF 14C 1 brhc10037461def14c.htm DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information St |
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| May 3, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 29, 2022 Kaspien Holdings Inc. |
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| May 3, 2022 |
Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Fourth Quarter and Full Year 2021 Results Focused Corporate Strategy Simplifies Operations Emphasis into High-Value Opportunities within Retail and Agency Verticals; Long-Term Plan to Generate Revenue Growth and Enhanced Profitability SPOKANE, Wash. ? April 29, 2022 ? Kaspien Holdings Inc. (Nasdaq: KSPN) (?Kaspien? or the ?Company?), a leading e-co |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 29, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM ???? TO ???? COMMISSION FILE NUMBER: 0-14818 KASPIEN HOLDINGS INC. (Exa |
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| April 29, 2022 |
DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK EX-4.2 2 brhc10036876ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK AUTHORIZED CAPITAL STOCK Kaspien’s certificate of incorporation authorizes 200,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. COMMON STOCK Each outstanding share of Kaspien common stock is entitled to one vote on all |
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| April 29, 2022 |
KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT EX-21 3 brhc10036876ex21.htm EXHIBIT 21 EXHIBIT 21 KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT Name of Significant Subsidiary State of Incorporation Subsidiary Trade Names Kaspien Inc. Washington Kaspien |
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| April 28, 2022 |
PRE 14C 1 brhc10036857pre14c.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information St |
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| April 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 4, 2022 Kaspien Holdings Inc. |
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| April 5, 2022 |
AMENDED & RESTATED COMMON STOCK PURCHASE WARRANT KASPIEN HOLDINGS INC. EX-10.1 2 brhc10036143ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES AS TO WHICH THIS WARRANT MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECT |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 28, 2022 Kaspien Holdings Inc. |
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| April 1, 2022 |
KASPIEN HOLDINGS INC. Personal and Confidential EX-10.1 2 brhc10036021ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 KASPIEN HOLDINGS INC. Personal and Confidential March 11, 2022 Mr. Kunal Chopra Dear Kunal: Reference is made to the letter agreement dated July 5, 2019, as amended on July 20, 2019 from Kaspien Holdings Inc., which at the time was named Trans World Entertainment Corporation, (the “Company”) to you pursuant to which you have served as Chie |
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| April 1, 2022 |
EX-10.2 3 brhc10036021ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 March 24, 2022 Brock Kowalchuk 5410 E 18th Ln. Spokane Valley, WA 99212 Dear Brock: This offer is to confirm your new title and compensation with Kaspien Inc. (referred to in this letter as “Kaspien” or the “Company”). The effective date for these changes is March 16, 2022. This letter will confirm our offer and your acceptance to continue |
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| April 1, 2022 |
SEVERANCE AND RESTRICTIVE COVENANT AGREEMENT Exhibit 10.3 SEVERANCE AND RESTRICTIVE COVENANT AGREEMENT This Severance and Restrictive Covenant Agreement (the ?Agreement?) is made as of the day of July, 2020, between etailz Inc., a Washington corporation (together with its successors and Affiliates, the ?Company?), and Brock Kowalchuk (the ?Associate?). WHEREAS, in connection with the Associate?s employment with the Company, the Company has s |
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| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 11, 2022 Kaspien Holdings Inc. |
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| March 9, 2022 |
KSPN / Kaspien Holdings Inc / SUBIN NEIL S - AMENDMENT NO.1 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Kaspien Holdings Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 485837108 (CUSIP Number) March 2, 2022 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statem |
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| March 8, 2022 |
CONTINGENT VALUE RIGHTS AGREEMENT Exhibit 10.4 Execution Version CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT (this ?Agreement?), dated as of March 2, 2022 (the ?Effective Date?), is entered into by and among KASPIEN HOLDINGS INC., a New York corporation (f/k/a TRANS WORLD ENTERTAINMENT CORPORATION) (the ?Parent?), and ALIMCO RE LTD., a Bermuda limited corporation (?Holder?). Parent and Holder are somet |
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| March 8, 2022 |
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): March 2, 2022 Kaspien Holdings Inc. (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 8, 2022 |
Execution Version AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT EX-10.1 5 brhc10034766ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 2, 2022, by and among KASPIEN INC, a Washington corporation (f/k/a Etailz Inc.) (the “Borrower”), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment |
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| March 8, 2022 |
EX-10.2 6 brhc10034766ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 Execution Version AMENDMENT NO. 2 TO SUBORDINATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 2 TO SUBORDINATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 2, 2022 (“Effective Date”), by and among KASPIEN INC, a Washington corporation (f/k/a Etailz Inc.) (the “Borrower”), KASPIEN HOLDINGS INC., a New York |
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| March 8, 2022 |
Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 2, 2022, is made and entered into by and between Kaspien Holdings Inc. (the ?Company?) and Alimco Re Ltd. (the ?Holder?). RECITALS WHEREAS, for value received in connection with the Holder providing a $5,000,000.00 loan to KASPIEN INC, a subsidiary of the Company, p |
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| March 8, 2022 |
Exhibit 4.1 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES AS TO WHICH THIS WARRANT MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES |
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| March 8, 2022 |
EX-3.1 2 brhc10034766ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF KASPIEN HOLDINGS INC. Under Section 805 of the Business Corporation Law THE UNDERSIGNED, Kunal Chopra, being the Principal Executive Officer of Kaspien Holdings Inc., hereby certifies: 1. The current name of the corporation is Kaspien Holdings Inc. (the “Corporation”). The Corporation |
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| March 8, 2022 |
AMENDMENT NO. 3 TO BY-LAWS OF KASPIEN HOLDINGS INC. Exhibit 3.2 AMENDMENT NO. 3 TO BY-LAWS OF KASPIEN HOLDINGS INC. The By-Laws of Kaspien Holdings Inc., a New York corporation, are hereby amended, effective March 8, 2022, by: 1. Replacing the definition of ?Transfer? in Section 6.7(a) (Restrictions on Transfers; Definitions) in its entirety with the following: ?Transfer? shall mean, subject to the last sentence of this definition, any direct or in |
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| December 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 Kaspien Ho |
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| December 14, 2021 |
Transcript of Kaspien Holdings, Inc. Fiscal Third Quarter 2021 Earnings Call December 9, 2021 EX-99.2 3 brhc10031816ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Transcript of Kaspien Holdings, Inc. Fiscal Third Quarter 2021 Earnings Call December 9, 2021 Participants Kunal Chopra - Chief Executive Officer Edwin Sapienza - Chief Financial Officer Analysts Rommel Dionisio - Aegis Capital Corp. Presentation Operator Good afternoon. Welcome to Kaspien’s Fiscal Third Quarter 2021 Earnings Conference Ca |
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| December 14, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 9, 2021 Kaspien Holdings Inc. |
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| December 14, 2021 |
EX-99.1 2 brhc10031816ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Third Quarter 2021 Results Strong Results in Key Growth Areas Highlighted by 15% Increase in Subscription GMV, 15% Increase in Subscription Monthly Recurring Revenue, and 38% Increase Across Private Label Retail Brands Continued Outperformance in Non-Amazon Segments, Including Target Marketplace and Oth |
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| September 20, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 17, 2021 Kaspien Holdings Inc. |
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| September 20, 2021 |
AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of September 17, 2021, by and among KASPIEN INC., a Washington corporation (f/k/a Etailz Inc.) (the ?Borrower?), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment Corporation) (the ?Parent?), the Lenders pa |
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| September 20, 2021 |
AMENDMENT NO. 1 TO SUBORDINATED LOAN AND SECURITY AGREEMENT Exhibit 10.2 Execution Version AMENDMENT NO. 1 TO SUBORDINATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO SUBORDINATED LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of September 16, 2021, by and among KASPIEN INC., a Washington corporation (f/k/a Etailz Inc.) (the ?Borrower?), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment Corporation) ( |
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| September 15, 2021 |
Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Second Quarter 2021 Results Strong Response to Overall Industry Headwinds Supported by Diversified, Flexible Supply Chain Consistent Financial Performance Supported by 50 Basis Point Increase in Overall GMV, 33% Increase in Subscription GMV, and 16% Increase in Subscription Monthly Recurring Revenue 72% Year-Over-Year Growth on Non-Amazon Marketpla |
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| September 15, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 14, 2021 Kaspien Holdings Inc. |
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| September 15, 2021 |
Exhibit 99.2 Kaspien Fiscal Second Quarter 2021 Earnings Call Script Tuesday, September 14 at 4:30 p.m. Eastern time Participants Kunal Chopra, Chief Executive Officer Ed Sapienza, Chief Financial Officer ? Kaspien Holdings Inc. Brock Kowalchuk, Chief Financial Officer ? Kaspien Inc. Mitchell Bailey, Chief Operating Officer 1 Operator Good afternoon. Welcome to Kaspien?s fiscal second quarter 2021 |
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| September 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 Kaspien Holdi |
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| June 24, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 23, 2021 Kaspien Holdings Inc. |
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| June 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 15, 2021 Kaspien Holdings Inc. |
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| June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 brhc1002555210q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 1, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil |
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| June 14, 2021 |
Transcript of Kaspien Holdings Inc. First Quarter 2021 Earnings Call June 10, 2021 Exhibit 99.2 Transcript of Kaspien Holdings Inc. First Quarter 2021 Earnings Call June 10, 2021 Participants Kunal Chopra - Chief Executive Officer, Kaspien Holdings Inc. Ed Sapienza - Chief Financial Officer, Kaspien Holdings Inc. Brock Kowalchuk - Chief Financial Officer, Kaspien Inc. Mitchell Bailey - Chief Operating Officer, Kaspien Holdings Inc. Analysts Rommel Dionisio - Aegis Capital Corp. |
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| June 14, 2021 |
EX-99.1 2 brhc10025760ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal First Quarter 2021 Results Continued Strength in All Major Markets Leads to a 29% Increase in Revenue and 24% Increase in Gross Profit Strong Operating Results Driven by Nearly 50% Increase in Total GMV, Over 100% Increase in Subscription GMV, and Nearly 20% Decrease in Operating Expenses SPOKANE, Wash. |
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| June 14, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 10, 2021 Kaspien Holdings Inc. |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? ? ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? ? Definitive Proxy Statement ?? ? ? Definitive Additional Materials ?? ? ? Soliciting Material Pursuant to ? 240. |
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| April 30, 2021 |
10-K 1 brhc1002327110k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 30, 2021 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM ………… TO ………… COMMISSION FILE NUMBER: 0-14 |
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| April 30, 2021 |
KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT EXHIBIT 21 KASPIEN HOLDINGS INC. SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT Name of Significant Subsidiary State of Incorporation Subsidiary Trade Names Kaspien Inc. Washington Kaspien |
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| April 30, 2021 |
DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK Exhibit 4.2 DESCRIPTION OF KASPIEN HOLDINGS INC. CAPITAL STOCK AUTHORIZED CAPITAL STOCK Kaspien?s certificate of incorporation authorizes 200,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. COMMON STOCK Each outstanding share of Kaspien common stock is entitled to one vote on all matters submitted to a vote of shareholder |
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| April 15, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 15, 2021 Kaspien Holdings Inc. |
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| April 15, 2021 |
Kaspien Holdings Inc. Reports Fiscal Fourth Quarter and Full Year 2020 Results Exhibit 99.1 Kaspien Holdings Inc. Reports Fiscal Fourth Quarter and Full Year 2020 Results • Significant Gross Merchandize Value and Revenue Increases, Driven by Outperformance in Retail and Ramp in Subscriptions Business, Lead to Operating Income Profitability for the Quarter. • More than 200% Increase in Subscription Partner Count in 2020 Drives Nearly 886% Increase in Fourth Quarter Segment Gr |
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| April 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 7, 2021 Kaspien Holdings Inc. |
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| April 8, 2021 |
AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of , 2021, by and among KASPIEN INC., a Washington corporation (f/k/a Etailz Inc.) (the ?Borrower?), KASPIEN HOLDINGS INC., a New York corporation (f/k/a Trans World Entertainment Corporation) (the ?Parent?), the Lenders party hereto, and ENCINA BUSI |
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| March 16, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 16, 2021 Kaspien Holdings Inc. |
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| March 16, 2021 |
KASPIEN HOLDINGS INC. 416,600 Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-252911 PROSPECTUS SUPPLEMENT to Prospectus dated March 11, 2021 KASPIEN HOLDINGS INC. 416,600 Shares of Common Stock Kaspien Holdings Inc. is offering 416,600 shares of our common stock pursuant to this prospectus supplement and the accompanying prospectus. Our common stock is listed on the Nasdaq Capital Market under the symbol ?KSPN.? On Marc |
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| March 16, 2021 |
PRELIMINARY PROSPECTUS SUPPLEMENT (To Prospectus dated March 11, 2021) 424B5 1 nt10021834x1424b5.htm 424B5 Filed pursuant to Rule 424(b)(5) Registration No. 333-252911 The information in this preliminary prospectus supplement is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus supplement is not an offer to sell these securities |
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| March 16, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 16, 2021 Kaspien Holdings Inc. |
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| March 16, 2021 |
KASPIEN ANNOUNCES $13.5 MILLION BOUGHT DEAL OFFERING OF COMMON STOCK EX-99.1 3 nt10021834x2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 KASPIEN ANNOUNCES $13.5 MILLION BOUGHT DEAL OFFERING OF COMMON STOCK SPOKANE, Wash., March 16, 2021 (GLOBE NEWSWIRE) - Kaspien Holdings Inc. (Nasdaq: KSPN) (the “Company”), today announced that it has entered into an underwriting agreement with Aegis Capital Corp. under which the underwriter has agreed to purchase, on a firm commitment bas |
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| March 16, 2021 |
EX-1.1 2 nt10021834x2ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 UNDERWRITING AGREEMENT between KASPIEN HOLDINGS INC. and AEGIS CAPITAL CORP. as Representative of the Several Underwriters 1 KASPIEN HOLDINGS INC. UNDERWRITING AGREEMENT March 16, 2021 Aegis Capital Corp. As Representative of the several Underwriters named on Schedule 1 attached hereto 810 Seventh Avenue, 18th Floor New York, New York 10019 La |
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| March 9, 2021 |
Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 30 Spokane, WA 99216 CORRESP 1 filename1.htm Kaspien Holdings Inc. 2818 N. Sullivan Rd. Ste 30 Spokane, WA 99216 March 9, 2021 EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Kaspien Holdings Inc. Registration Statement on Form S-3 File No. 333-252911 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securiti |
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| February 9, 2021 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 9, 2021 REGISTRATION NO. |
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| January 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 22, 2021 Kaspien Holdings Inc. |
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| December 16, 2020 |
Exhibit 99.1 2818 N. Sullivan Rd. Ste 30 Contact: Contact: Spokane, WA 99216 Financial Relations Board www.kaspien.com Ed Sapienza Marilynn Meek Chief Financial Officer ([email protected]) (518) 452-1242 (212) 827-3773 NEWS RELEASE KASPIEN HOLDINGS ANNOUNCES THIRD QUARTER RESULTS Net Revenue for the Third Quarter increased 36.0% and Gross Merchandise Value increased 127% Spokane Valley, WA, December |
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| December 16, 2020 |
Results of Operations and Financial Condition 8-K 1 brhc100179748k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 15, 2020 Kaspien Holdings Inc. (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incor |
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| December 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 Kaspien Ho |
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| October 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 30, 2020 Kaspien Holdings Inc. |
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| September 16, 2020 |
Exhibit 99.1 2818 N. Sullivan Rd. Ste 30 Spokane, WA 99216 www.Kaspien.com Contact: Contact: Contact: Kaspien Holdings Inc. Kaspien, Inc Financial Relations Board Ed Sapienza Kunal Chopra Joseph Calabrese Chief Financial Officer Chief Executive Officer [email protected] (509) 202-4261 (425) 281-3566 (212) 827-3772 NEWS RELEASE KASPIEN HOLDINGS ANNOUNCES SECOND QUARTER RESULTS Total Revenue incre |
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| September 16, 2020 |
Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 15, 2020 Kaspien Holdings Inc. |
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| September 15, 2020 |
10-Q 1 brhc1001498210q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 1, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| September 3, 2020 |
TRANS WORLD ENTERTAINMENT ANNOUNCES NAME AND TICKER SYMBOL CHANGE Exhibit 99.1 2818 N. Sullivan Rd. Ste 30 Contact: Spokane, WA 99216 Kaspien Holdings Inc. www.Kaspien.com Ed Sapienza Chief Financial Officer (518) 452-1242 NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES NAME AND TICKER SYMBOL CHANGE Albany, NY, September 4, 2020—Kaspien Holdings Inc. (Nasdaq: KSPN) formerly Trans World Entertainment Corporation (Nasdaq: TWMC), today announced a new ticker symbo |
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| September 3, 2020 |
Exhibit 3.2 AMENDMENT NO. 2 TO BY-LAWS OF KASPIEN HOLDINGS INC. The By-Laws of Kaspien Holdings Inc. (f/k/a Trans World Entertainment Corporation), a New York corporation, are hereby amended, effective September 3, 2020, by: 1. Inserting the following as Section 1.8: “SECTION 1.8. SHAREHOLDER ACTION WITHOUT MEETING. Any action permitted to be taken by the shareholders of the Corporation may be tak |
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| September 3, 2020 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TRANS WORLD ENTERTAINMENT CORPORATION Under Section 805 of the Business Corporation Law THE UNDERSIGNED, Kunal Chopra, being the Principal Executive Officer of Trans World Entertainment Corporation, hereby certifies: 1. The current name of the corporation is Trans World Entertainment Corporation (the “Corporation”). The Corpor |
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| September 3, 2020 |
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): September 3, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporatio |
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| August 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 4, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| July 31, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 2, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 TRANS WORLD ENT |
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| July 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| July 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| July 1, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| June 16, 2020 |
Exhibit 16.1 June 16, 2020 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Trans World Entertainment Corporation (the Company) and, under the date of June 15, 2020, we reported on the consolidated financial statements of Trans World Entertainment Corporation as of and for the fiscal years ended February 1, 2020 and Februa |
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| June 16, 2020 |
Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 11, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED FEBRUARY 1, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM ………… TO ………… COMMISSION FILE NUMBER: 0-14818 TRANS WORLD ENTERTAINMENT CO |
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| June 15, 2020 |
DESCRIPTION OF TRANS WORLD CAPITAL STOCK Exhibit 4.2 DESCRIPTION OF TRANS WORLD CAPITAL STOCK AUTHORIZED CAPITAL STOCK Trans World's certificate of incorporation authorizes 200,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. COMMON STOCK Each outstanding share of Trans World common stock is entitled to one vote on all matters submitted to a vote of shareholders, |
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| June 15, 2020 |
EXHIBIT 21 TRANS WORLD ENTERTAINMENT CORPORATION SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT Name of Significant Subsidiary (1) State of Incorporation Subsidiary Trade Names Trans World NY Sub, Inc. |
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| June 15, 2020 |
Exhibit 10.17 Personal and Confidential July 17, 2019 Kunal Chopra Dear Kunal: Reference is made to the offer letter between Trans World Entertainment Corporation (the “Company”) and you dated July 5, 2019 setting forth the terms and conditions of your employment by the Company as Chief Executive Officer-etailz, which is to commence on September 3, 2019 (the “Offer Letter”). Since you will be empl |
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| May 1, 2020 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 1, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Inc |
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| April 23, 2020 |
Promissory Note, dated April 10, 2020, between etailz, Inc., and First Interstate Bank. Exhibit 10.1 U.S. Small Business Administration NOTE SBA Loan # 95104670-04 SBA Loan Name etailz Inc. Date 4/10/2020 Loan Amount $2,017,550.00 Interest Rate 1.00% Borrower etailz Inc. Operating Company Lender First Interstate Bank 1. PROMISE TO PAY: In return for the Loan, Borrower promises to pay to the order of Lender the amount of $2,017,550.00 Dollars, interest on the unpaid principal balance, |
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| April 23, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 17, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| April 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 9, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| April 9, 2020 |
Joint Filing Agreement, dated April 7, 2020 Exhibit 99.4 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D, including all amendments thereto, with respect to the ordinary share, par value $0.01 per share, of Trans World Entertainment Corporation, and further agree that this Joint Fil |
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| April 9, 2020 |
TWMC / Trans World Entertainment Corp. / Subin Neil S - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Trans World Entertainment Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 89336Q100 (CUSIP Number) March 30, 2020 (Date of Event which Requires Filing of this S |
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| April 9, 2020 |
Common Stock Purchase Warrant, dated as of March 30, 2020. Exhibit 99.2 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES AS TO WHICH THIS WARRANT MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIE |
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| March 31, 2020 |
Exhibit 4.2 Execution Version VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of March, 2020, by and among Trans World Entertainment Corporation, a New York corporation (the “Company”), the Robert J. Higgins TWMC Trust (“Family Trust”), RJHDC, LLC (“RJHDC”), Alimco Re Ltd. (“Alimco”), Mr. Thomas C. Simpson (“Mr. Simpson”), Kick-Start I, LLC (“ |
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| March 31, 2020 |
COMMON STOCK PURCHASE WARRANT TRANS WORLD ENTERTAINMENT CORPORATION Exhibit 4.1 Execution Version NEITHER THIS WARRANT NOR THE SECURITIES AS TO WHICH THIS WARRANT MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES |
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| March 31, 2020 |
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): March 30, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) |
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| March 31, 2020 |
Exhibit 10.2 Execution Version This instrument and the rights and obligations evidenced hereby, including any liens granted pursuant thereto, are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement dated as of March 30, 2020 (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Subordination Agree |
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| March 31, 2020 |
Exhibit 3.1 AMENDMENT NO. 1 TO BY-LAWS OF TRANS WORLD ENTERTAINMENT CORPORATION The By-Laws of Trans World Entertainment Corporation, a New York corporation, are hereby amended, effective March 30, 2020, by inserting the following as Section 6.7 of Article VI: SECTION 6.7. RESTRICTIONS ON TRANSFERS. (a) Definitions. For purposes of this Section 6.7, the following terms shall have the following mea |
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| March 31, 2020 |
CONTINGENT VALUE RIGHTS AGREEMENT Exhibit 10.3 Execution Version CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of March 30, 2020 (the “Effective Date”), is entered into by and among TRANS WORLD ENTERTAINMENT CORPORATION, a New York corporation (the “Parent”), ALIMCO RE LTD., a Bermuda limited corporation (“Alimco”), KICK-START III, LLC, a Washington limited liability company |
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| March 31, 2020 |
Trans World Entertainment Corporation Announces New Financing, Board Changes and Company Refocus Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com PRESS RELEASE Trans World Entertainment Corporation Announces New Financing, Board Changes and Company Refocus • etailz co-founder to join Board • Added liquidity to refocus o |
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| March 31, 2020 |
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 30, 2020, by and among ETAILZ INC., a Washington corporation (the “Borrower”), TRANS WORLD ENTERTAINMENT CORPORATION, a New York corporation (the “Parent”), the Lenders party hereto, and ENCINA BUSINESS CREDIT, LLC, as agen |
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| March 2, 2020 |
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 28, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or other jurisdiction of incorporatio |
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| February 20, 2020 |
Exhibit 10.1 EXECUTION VERSION LOAN AND SECURITY AGREEMENT Dated as of February 20, 2020 by and among ETAILZ INC., any other Borrower party hereto from time to time, as Borrowers, any Loan Party Obligors party hereto from time to time, the Lenders from time to time party hereto, and ENCINA BUSINESS CREDIT, LLC, as Agent TABLE OF CONTENTS Page 1. DEFINITIONS 1 1.1. Certain Defined Terms 1 1.2. Acco |
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| February 20, 2020 |
Exhibit 99.2 Unaudited Pro Forma Condensed Consolidated Financial Statements The following unaudited pro forma condensed consolidated statements of operations for the fiscal years ended February 3, 2018, February 2, 2019, and the thirty nine weeks ended November 2, 2019 present the Company’s results of operations as adjusted to give effect to the divestiture of certain assets and liabilities of th |
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| February 20, 2020 |
8-K 1 nc10009016x18k.htm FORM 8K 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 17, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or O |
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| February 20, 2020 |
Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE PRESS RELEASE Trans World Entertainment Corporation Announces Closing of the Sale of its FYE Segment and Entry into a Credit Facility for its etailz Segment ALBAN |
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| February 20, 2020 |
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT Exhibit 10.2 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 to Asset Purchase Agreement (this “Amendment”) dated February 20, 2020, by and among RECORD TOWN, INC., a New York corporation, RECORD TOWN USA LLC, a Delaware limited liability company, RECORD TOWN UTAH LLC, a Utah limited liability Company, TRANS WORLD FL LLC, a Florida limited liability company, TRANS WORLD NEW YORK, |
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| February 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 15)* TRANS WORLD ENTERTAINMENT CP (Name of Issuer) Common Stock (Title of Class of Securities) 89336Q209 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| February 7, 2020 |
TWMC / Trans World Entertainment Corp. DEFM14A - - DEFM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permi |
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| February 7, 2020 |
Exhibit 99.1 Contact: Trans World Entertainment Financial Relations Board Edwin Sapienza Marilynn Meek Chief Financial Officer ([email protected]) (518) 452-1242 (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE PRESS RELEASE Trans World Entertainment Corporation Announces Filing of Definitive Proxy Statement for Special Stockholders Meeting on Monday, February 17, 2020 A |
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| February 7, 2020 |
Financial Statements and Exhibits, Other Events 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 7, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation |
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| January 28, 2020 |
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): January 28, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation |
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| January 28, 2020 |
TWMC / Trans World Entertainment Corp. PREM14A - - PREM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant o Check the appropriate box: ☒ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permit |
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| January 28, 2020 |
Excerpts From the Preliminary Proxy Statement Exhibit 99.1 Excerpts From the Preliminary Proxy Statement Our Business Following the Transaction We expect that after the Transaction is completed our business operations and incoming cash flows will be limited to our etailz segment, a digital marketplace retailer that generates substantially all of its revenue through Amazon Marketplace and which has historically generated operating losses. Base |
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| January 23, 2020 |
Trans World Entertainment Corporation Announces Agreement to Sell FYE Segment Press Release Exhibit 99.1 UPDATED PRESS RELEASE Trans World Entertainment Corporation Announces Agreement to Sell FYE Segment ALBANY, NY (January 23, 2020) – Trans World Entertainment (Nasdaq – TWMC, “TWEC” or the “Company”) a leading specialty retailer of entertainment and pop culture merchandise with stores in the United States and Puerto Rico, primarily under the name fye, for your entertainme |
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| January 23, 2020 |
Trans World Entertainment Corporation Announces Agreement to Sell FYE Segment Press Release Exhibit 99.1 UPDATED PRESS RELEASE Trans World Entertainment Corporation Announces Agreement to Sell FYE Segment ALBANY, NY (January 23, 2020) – Trans World Entertainment (Nasdaq – TWMC, “TWEC” or the “Company”) a leading specialty retailer of entertainment and pop culture merchandise with stores in the United States and Puerto Rico, primarily under the name fye, for your entertainme |
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| January 23, 2020 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT Among RECORD TOWN, INC. RECORD TOWN USA LLC, RECORD TOWN UTAH LLC, TRANS WORLD FL LLC, - and - TRANS WORLD NEW YORK, LLC - and - TRANS WORLD ENTERTAINMENT CORPORATION (Solely with respect to Sections 6.3, 6.13, 6.14 and 10.13) - and - 2428392 INC. - and - 2428391 ONTARIO INC. o/a SUNRISE RECORDS (Solely with respect to Section 10.14) dated as of JANUARY 23, 202 |
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| January 23, 2020 |
TWMC / Trans World Entertainment Corp. DEFA14A - - FORM 8-K 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): January 23, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation |
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| January 23, 2020 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT Among RECORD TOWN, INC. RECORD TOWN USA LLC, RECORD TOWN UTAH LLC, TRANS WORLD FL LLC, - and - TRANS WORLD NEW YORK, LLC - and - TRANS WORLD ENTERTAINMENT CORPORATION (Solely with respect to Sections 6.3, 6.13, 6.14 and 10.13) - and - 2428392 INC. - and - 2428391 ONTARIO INC. o/a SUNRISE RECORDS (Solely with respect to Section 10.14) dated as of JANUARY 23, 202 |
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| January 23, 2020 |
TWMC / Trans World Entertainment Corp. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| January 23, 2020 |
8-K 1 nc10007871x18k.htm FORM 8-K 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): January 23, 2020 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or O |
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| December 23, 2019 |
TWMC / Trans World Entertainment Corp. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 2, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 TRANS WORL |
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| December 18, 2019 |
TWMC / Trans World Entertainment Corp. NT 10-Q - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 0-14818 CUSIP NUMBER 89336Q (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: November 2, |
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| December 18, 2019 |
TRANS WORLD ENTERTAINMENT ANNOUNCES THIRD QUARTER RESULTS Exhibit-99.1 Contact: Trans World Entertainment Ed Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES THIRD QUARTER RESULTS Albany, NY, December 17, 2019- Trans World Entertainment Corporation (Nasdaq: TWMC) today reported |
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| December 18, 2019 |
Results of Operations and Financial Condition 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): December 17, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporatio |
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| September 17, 2019 |
Certificate of Amendment to the Certificate of Incorporation. Exhibit 3.9 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TRANS WORLD ENTERTAINMENT CORPORATION Under Section 805 of the Business Corporation Law THE UNDERSIGNED, Edwin J. Sapienza, being the Chief Financial Officer of Trans World Entertainment Corporation, hereby certifies: 1. The name of the Corporation is Trans World Entertainment Corporation (the “Corporation”). The Corporation w |
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| September 17, 2019 |
Exhibit 10.1 Personal and Confidential July 5, 2019 Kunal Chopra Dear Kunal: I am pleased to offer you the position of “Chief Executive Officer - etailz” with Trans World Entertainment Corporation (the “Company”). You will report directly to Mike Feurer, Chief Executive Officer (or his successor). This position is offered on and subject to the following terms and conditions, and on your acceptance |
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| September 17, 2019 |
TWMC / Trans World Entertainment Corp. 10-Q - Quarterly Report - 10-Q 1 c9424910q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 3, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| August 30, 2019 |
Results of Operations and Financial Condition 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): August 29, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) |
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| August 30, 2019 |
TRANS WORLD ENTERTAINMENT ANNOUNCES SECOND QUARTER RESULTS Exhibit 99.1 Contact: Trans World Entertainment Ed Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES SECOND QUARTER RESULTS Albany, NY, August 29, 2019- Trans World Entertainment Corporation (Nasdaq: TWMC) today reported |
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| August 30, 2019 |
TWMC - Q2 2019 Trans World Entertainment Corp Earnings Call Exhibit 99.2 TWMC - Q2 2019 Trans World Entertainment Corp Earnings Call PARTICIPANTS Edwin J. Sapienza Trans World Entertainment Corporation - CFO & Secretary Michael Feurer Trans World Entertainment Corporation - CEO & Director PRESENTATION Operator Good day, ladies and gentlemen, and welcome to your Trans World Entertainment Second Quarter 2019 Results Conference call. (Operator Instructions) A |
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| August 15, 2019 |
8-K 1 c941608k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 15, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of I |
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| August 12, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 8, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| July 16, 2019 |
8-K 1 c939808k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 16, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Inc |
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| July 16, 2019 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF Trans World Entertainment Corporation Under Section 805 of the Business Corporation Law FIRST: The name of the corporation is Trans World Entertainment Corporation (the “Corporation”). The name under which it was originally formed is: Trans-World Music Corp. SECOND: The certificate of incorporation of the Corporation (such |
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| July 11, 2019 |
Trans World Entertainment Names Kunal Chopra as Chief Executive Officer of etailz Exhibit 99.1 38 Corporate Circle Albany, NY 12203 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 www.twec.com NEWS RELEASE Trans World Entertainment Names Kunal Chopra as Chief Executive Officer of etailz Albany, NY July 10, 2019 - Trans World Entertainment Corporation (NASDA |
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| July 11, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 10, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| July 1, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 27, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 19, 2019 |
TWMC / Trans World Entertainment Corp. DEFA14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| June 18, 2019 |
TWMC / Trans World Entertainment Corp. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 4, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-14818 TRANS WORLD ENT |
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| June 13, 2019 |
TWMC / Trans World Entertainment Corp. DEFR14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| June 13, 2019 |
TWMC / Trans World Entertainment Corp. DFAN14A - - DFAN14A 1 dfan14a1227600206132019.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ |
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| June 12, 2019 |
TWMC / Trans World Entertainment Corp. DFAN14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| June 12, 2019 |
TWMC / Trans World Entertainment Corp. DEFR14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 12, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 7, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 12, 2019 |
TWMC / Trans World Entertainment Corp. CORRESP - - June 12, 2019 VIA EDGAR AND FEDERAL EXPRESS Daniel F. Duchovny Special Counsel Office of Mergers and Acquisitions United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Trans World Entertainment Corporation Definitive Proxy Statement, as revised Filed May 29, 2019 File No. 000-14818 Dear Mr. Duchovny: On behalf of Trans World Entertainment Corporation ( |
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| June 3, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| June 3, 2019 |
O L S H A N 1325 AVENUE OF THE AMERICAS ● NEW YORK, NEW YORK 10019 TELEPHONE: 212. |
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| May 30, 2019 |
TWMC - Q1 2019 Trans World Entertainment Corp Earnings Call Exhibit 99.1 TWMC - Q1 2019 Trans World Entertainment Corp Earnings Call CORPORATE PARTICIPANTS Edwin J. Sapienza Trans World Entertainment Corporation - CFO & Secretary Michael Feurer Trans World Entertainment Corporation - CEO & Director PRESENTATION Operator Good day, ladies and gentlemen, and welcome to the Trans World Entertainment First Quarter 2019 Results Conference Call. (Operator Instruc |
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| May 30, 2019 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 30, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction (Commission (I. |
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| May 29, 2019 |
TWMC / Trans World Entertainment Corp. DEFR14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| May 29, 2019 |
TWMC / Trans World Entertainment Corp. DEFC14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only x Definitive Proxy Statement (as permitted by Rule 14a-6(e)(2)) o Definitive Additional Materials o Soliciting Material Pursuant to § 240. |
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| May 28, 2019 |
TRANS WORLD ENTERTAINMENT CORPORATION COMMENTS ON MARK R. HIGGINS’ PRELIMINARY PROXY STATEMENT Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT CORPORATION COMMENTS ON MARK R. HIGGINS’ PRELIMINARY PROXY STATEMENT Albany, NY, May 28, 2019 - Trans World Entertainment Corporation (Nasdaq: TWMC) (the “Company”) today issued the following statement regardi |
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| May 28, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 28, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| May 28, 2019 |
Press Release, dated May 28, 2019 Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT CORPORATION COMMENTS ON MARK R. HIGGINS’ PRELIMINARY PROXY STATEMENT Albany, NY, May 28, 2019 - Trans World Entertainment Corporation (Nasdaq: TWMC) (the “Company”) today issued the following statement regardi |
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| May 28, 2019 |
TWMC / Trans World Entertainment Corp. DEFA14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 28, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| May 28, 2019 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 28, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| May 28, 2019 |
TRANS WORLD ENTERTAINMENT ANNOUNCES FIRST QUARTER RESULTS Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES FIRST QUARTER RESULTS Albany, NY, May 28, 2019- Trans World Entertainment Corporation (Nasdaq: TWMC) today reported f |
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| May 24, 2019 |
TWMC / Trans World Entertainment Corp. PREC14A - - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide |
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| May 14, 2019 |
Separation Agreement between the Company and Josh Neblett, dated March 11, 2019. Exhibit 10.15 TRANS WORLD ENTERTAINMENT Personal and Confidential SEPARATION AGREEMENT March 11, 2019 Mr. Josh Neblett Dear Josh: Reference is made to the letter agreement dated October 17, 2016 from Trans World Entertainment Corporation (the “Company”) to you pursuant to which you have served as Chief Executive Officer of etailz Inc. (“etailz”), a subsidiary of the Company (the “Letter Agreement” |
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| May 14, 2019 |
TWMC / Trans World Entertainment Corp. 10-K Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED FEBRUARY 2, 2019 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 0-14818 TRANS WORLD ENTERTAINMENT CORPORATION |
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| May 14, 2019 |
Description of Trans World Entertainment Corporation capital stock. Exhibit 4.2 DESCRIPTION OF TRANS WORLD CAPITAL STOCK AUTHORIZED CAPITAL STOCK Trans World’s certificate of incorporation authorizes 200,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. COMMON STOCK Each outstanding share of Trans World common stock is entitled to one vote on all matters submitted to a vote of shareholders, |
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| May 14, 2019 |
Specimen of Trans World Entertainment Corporation stock certificate. Exhibit 4.1 |
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| May 14, 2019 |
Significant Subsidiaries of the Registrant. EXHIBIT 21 TRANS WORLD ENTERTAINMENT CORPORATION SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT Name of Significant Subsidiary State of Incorporation Subsidiary Trade Names Record Town, Inc. |
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| May 13, 2019 |
TWMC / Trans World Entertainment Corp. PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only o Definitive Proxy Statement (as permitted by Rule 14a-6(e)(2)) o Definitive Additional Materials o Soliciting Material Pursuant to § 240. |
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| May 6, 2019 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 3, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact Name of Registrant as Specified in Charter) New York 0-14818 14-1541629 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| May 6, 2019 |
Exhibit 10.1 WELLS FARGO BANK, NATIONAL ASSOCIATION One Boston Place Boston, MA 02108 May 3, 2019 Trans World Entertainment Corporation, as Lead Borrower 38 Corporate Circle Albany, New York 12203 Re: Consent and Conditional Waiver With Respect to Late Delivery of Annual Financial Statements Ladies and Gentlemen: Reference is made to that certain Second Amended and Restated Credit Agreement, dated |
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| May 6, 2019 |
TWMC / Trans World Entertainment Corp. NT 10-K NT 10-K 1 c93571nt10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File No. 0-14818 CUSIP No. 89336Q (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: February 2, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Fo |
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| March 29, 2019 |
Exhibit 99.2 TRANS WORLD ENTERTAINMENT CORPORATION 4th QUARTER AND ANNUAL CONFERENCE CALL THURSDAY, MARCH 28, 2019 Time: 10:00 AM Operator: Phone: Instructions: Mike Feurer - Introduction of the Call · Good Morning. Thank you for joining us as we discuss our fourth quarter and annual results. · On the call with me today is Ed Sapienza, our Chief Financial Officer. · For the fye segment, comparable |
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| March 29, 2019 |
TRANS WORLD ENTERTAINMENT ANNOUNCES ANNUAL AND FOURTH QUARTER RESULTS Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES ANNUAL AND FOURTH QUARTER RESULTS Albany, NY, March 28, 2019- Trans World Entertainment Corporation (Nasdaq: TWMC) to |
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| March 29, 2019 |
Results of Operations and Financial Condition 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): March 28, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or other jurisdiction of incorporation o |
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| March 4, 2019 |
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 26, 2019 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or other jurisdiction of (Commission |
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| March 4, 2019 |
Exhibit 10.2 SEVERANCE, RETENTION AND RESTRICTIVE COVENANT AGREEMENT This Severance, Retention and Restrictive Covenant Agreement (the “Agreement”) is made as of the 26th day of February, 2019, between Trans World Entertainment Corporation, a New York corporation (together with its successors and Affiliates, the “Company”), and Edwin J. Sapienza (the “Executive”). WHEREAS, in connection with the E |
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| March 4, 2019 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is amended and restated on the 26th day of February, 2019 (the “Effective Date”) by and between Trans World Entertainment Corporation, a New York corporation (the “Employer”), and Michael Feurer (the “Executive”). The original effective date of this Agreement was October 13, 2014. RECITALS A. The Employer desires that th |
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| March 4, 2019 |
Exhibit 10.3 SEVERANCE, RETENTION AND RESTRICTIVE COVENANT AGREEMENT This Severance, Retention and Restrictive Covenant Agreement (the “Agreement”) is made as of the 26th day of February, 2019, between Trans World Entertainment Corporation, a New York corporation (together with its successors and Affiliates, the “Company”), and Bruce J. Eisenberg (the “Executive”). WHEREAS, in connection with the |
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| February 13, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TRANS WORLD ENTERTAINMENT CORPORATION (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 89336Q100 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 13, 2019 |
TWMC / Trans World Entertainment Corp. / Subin Neil S - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* Trans World Entertainment Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 89336Q100 (CUSIP Number) December 31, 2018 (Date of |
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| February 11, 2019 |
TWMC / Trans World Entertainment Corp. / Alimco Financial Corp - SCHEDULE 13G Passive Investment SC 13G 1 tv512919sc13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* Trans World Entertainment Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 89336Q100 (CUSI |
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| February 8, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 14)* TRANS WORLD ENTERTAINMENT CP (Name of Issuer) Common Stock (Title of Class of Securities) 89336Q100 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| January 17, 2019 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): January 15, 2019 ———————————— TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) ———————————— New York 0-14818 14-1541629 (State |
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| December 18, 2018 |
TWMC / Trans World Entertainment Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED NOVEMBER 3, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 0-14818 TRANS WORLD ENTERTAINMENT CO |
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| December 13, 2018 |
TRANS WORLD ENTERTAINMENT ANNOUNCES THIRD QUARTER RESULTS Exhibit 99.1 Contact: Trans World Entertainment Edwin Sapienza Chief Financial Officer (518) 452-1242 Contact: Financial Relations Board Marilynn Meek ([email protected]) (212) 827-3773 38 Corporate Circle Albany, NY 12203 www.twec.com NEWS RELEASE TRANS WORLD ENTERTAINMENT ANNOUNCES THIRD QUARTER RESULTS Albany, NY, December 12, 2018- Trans World Entertainment Corporation (Nasdaq: TWMC) today repor |
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| December 13, 2018 |
Exhibit 99.2 Corporate Participants Edwin J. Sapienza Trans World Entertainment Corporation - CFO & Secretary Michael Feurer Trans World Entertainment Corporation - CEO & Director Presentation Operator Greetings, and welcome to the Trans World Entertainment Corporation Third Quarter 2018 Conference Call. (Operator Instructions) As a reminder, this conference is being recorded. It is now my pleasur |
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| December 13, 2018 |
Results of Operations and Financial Condition 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): December 12, 2018 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or other jurisdiction of incorporatio |
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| November 20, 2018 |
8-K 1 c923768k.htm 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): November 16, 2018 TRANS WORLD ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) New York 0-14818 14-1541629 (State or other jurisdict |
