8-K
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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 19, 2022

 

 

JOANN Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

 

001-40204

 

46-1095540

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

5555 Darrow Road

Hudson, Ohio 44236

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (330) 656-2600

N/A

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

 

Title of each class

 

Trading

Symbol

 

Name of each exchange

on which registered

Common stock, par value $0.01 per share

 

JOAN

 

The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 


 

Item 7.01 Regulation FD Disclosure.

 

On August 19, 2022, JOANN Inc. (the “Company”) issued a press release announcing that its Board of Directors declared a quarterly dividend of $0.11 per share on its Common Stock, payable on September 23, 2022 to all shareholders of record as of the close of business on September 9, 2022.

 

Additionally, the Company announced plans to release its earnings for the second quarter of Fiscal 2023 after the market closes on Thursday, September 1, 2022. The Company will host a conference call on the same day at 5:00 p.m. ET. The live broadcast of the Company's conference call will be available online at the Company's website, www.joann.com, under the Investor Relations section, on September 1, 2022, beginning at 5:00 p.m. ET. The online replay will follow shortly after the call and will be available for one year.

 

A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K, including the exhibit attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Furthermore, the information contained in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
Number

 

Description

99.1

 

Press release issued by JOANN Inc., dated August 19, 2022.

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

JOANN INC.

 

 

 

 

Dated: August 19, 2022

 

By:

/s/ Ann Aber

 

 

Name:

Ann Aber

 

 

Title:

Senior Vice President, Chief Legal Officer & Secretary

 

 

 

 

 


EX-99.1

Exhibit 99.1

JOANN Declares Quarterly Dividend and Schedules Second Quarter Fiscal 2023 Conference Call

 

HUDSON, OH (August 19, 2022) — The Board of Directors of JOANN (NASDAQ: JOAN) has declared a quarterly dividend of 11 cents per common share. The dividend is payable on September 23, 2022 to shareholders of record at the close of business on September 9, 2022.

 

The Company also announced plans to release its earnings for the second quarter Fiscal 2023 after the market closes on Thursday, September 1, 2022. JOANN will host a conference call on the same day at 5:00 p.m. ET. To participate via telephone, please register in advance through this link. Registered telephone participants will receive a confirmation email with dial-in details for the conference call.

 

The live broadcast of JOANN’s conference call will be available online at the Company's website, www.joann.com, under the Investor Relations section, on September 1, 2022, beginning at 5:00 p.m. ET. The online replay will follow shortly after the call and will be available for one year.

 

During the conference call, the Company may discuss and answer questions concerning business and financial developments and trends that have occurred after quarter-end. The Company’s responses to questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been disclosed previously.

 

About JOANN

 

For more than 75 years, JOANN has inspired creativity in the hearts, hands, and minds of its customers. From a single storefront in Cleveland, Ohio, the nation’s category leader in sewing and fabrics and one of the fastest growing competitors in the arts and crafts industry has grown to include 843 stores across 49 states and robust e-commerce business. With the goal of helping every customer find their creative Happy Place, JOANN serves as a convenient single source for all of the supplies, guidance, and inspiration needed to achieve any project or passion.

Investor Relations Contact:

Ajay Jain

ajay.jain@joann.com

330-463-8585

 

Corporate Communications:

Amanda Hayes

amanda.hayes@joann.com

216-296-5887