Jeffs' Brands Ltd signed a LOI to merge Fort Products Limited with Impact Acquisitions Corp., pending regulatory approvals and due diligence.
Quiver AI Summary
Jeffs' Brands Ltd, an e-commerce company focused on the Amazon Marketplace, has entered into a non-binding Letter of Intent to merge with Fort Products Limited, a UK private company, through Impact Acquisitions Corp., listed on the TSX Venture Exchange. The agreement stipulates that Impact Acquisitions will acquire all of Fort Products' shares, granting Jeffs' Brands a significant ownership stake ranging from 75.02% to 83.29% upon meeting certain conditions. The proposed deal values Impact at approximately 4.85 million CAD and Fort Products at about 17.12 million CAD, contingent on a valuation not dropping below 14 million CAD. The transaction is subject to due diligence and regulatory approvals. Jeffs' Brands aims to leverage advanced technology and market insights to drive product success in e-commerce.
Potential Positives
- Jeffs' Brands has signed a non-binding Letter of Intent for a merger, positioning the company to significantly increase its ownership in Impact Acquisitions Corp.
- The potential merger reflects a strategic move to enhance market position and leverage the valuation of Fort Products.
- The agreement allows for increased ownership depending on the satisfaction of predetermined milestones, indicating a performance-driven approach to growth.
- The proposed acquisition values Fort Products at approximately CAD 17.1 million, suggesting potential for substantial value addition to Jeffs’ Brands.
Potential Negatives
- The press release outlines a complex merger deal that is contingent on several uncertain factors, indicating potential instability and risk for shareholders.
- The reliance on forward-looking statements highlights significant uncertainty in the company's future performance and the success of the proposed acquisition, which may concern investors.
- The mention of risks related to changes in Amazon's policies and geopolitical issues, including recent attacks in Israel, suggests that the company faces external challenges that could impact its operations adversely.
FAQ
What is the recent merger announcement involving Jeffs' Brands?
Jeffs' Brands has signed a non-binding Letter of Intent to merge with Fort Products Limited through Impact Acquisitions Corp.
What ownership stake will Jeffs' Brands have after the merger?
Jeffs' Brands could own between 75.02% and 83.29% of Impact Acquisitions' share capital, depending on milestones.
What is the estimated value of Fort Products in the proposed acquisition?
The total value ascribed to Fort Products is approximately 17,124,600 CAD (about 11,906,100 USD).
What conditions must be met for the merger to proceed?
The merger is subject to due diligence, regulatory approvals, and specific conditions outlined in the agreement.
What is the primary business focus of Jeffs' Brands?
Jeffs' Brands aims to transform e-commerce by creating and acquiring products to become market leaders using technology and insights.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$JFBR Insider Trading Activity
$JFBR insiders have traded $JFBR stock on the open market 19 times in the past 6 months. Of those trades, 12 have been purchases and 7 have been sales.
Here’s a breakdown of recent trading of $JFBR stock by insiders over the last 6 months:
- JEFFREY J. CONROY has traded it 19 times. They made 12 purchases, buying 4,787,320 shares and 7 sales, selling 3,989,318 shares.
To track insider transactions, check out Quiver Quantitative's insider trading dashboard.
$JFBR Hedge Fund Activity
We have seen 2 institutional investors add shares of $JFBR stock to their portfolio, and 6 decrease their positions in their most recent quarter.
Here are some of the largest recent moves:
- UBS GROUP AG removed 114,351 shares (-78.1%) from their portfolio in Q3 2024
- SUSQUEHANNA INTERNATIONAL GROUP, LLP added 103,190 shares (+inf%) to their portfolio in Q3 2024
- CITADEL ADVISORS LLC removed 55,172 shares (-100.0%) from their portfolio in Q3 2024
- HRT FINANCIAL LP removed 37,879 shares (-37.9%) from their portfolio in Q3 2024
- TWO SIGMA SECURITIES, LLC removed 19,999 shares (-100.0%) from their portfolio in Q3 2024
- XTX TOPCO LTD removed 13,960 shares (-100.0%) from their portfolio in Q3 2024
- MORGAN STANLEY added 543 shares (+inf%) to their portfolio in Q3 2024
To track hedge funds' stock portfolios, check out Quiver Quantitative's institutional holdings dashboard.
Full Release
Tel Aviv, Israel, Jan. 03, 2025 (GLOBE NEWSWIRE) -- Jeffs' Brands Ltd (“Jeffs’ Brands” or the “Company”) (Nasdaq: JFBR, JFBRW), a data-driven e-commerce company operating on the Amazon Marketplace, has signed a non-binding Letter of Intent (LOI) for the potential merge Fort Products Limited, a UK-based private company, with Impact Acquisitions Corp., a capital pool company listed on the TSX Venture Exchange.
Under the proposed share exchange agreement, Impact Acquisitions will acquire 100% of Fort Products’ shares. Jeffs Brands will receive between 75.02% and 83.29% ownership of Impact share capital, contingent upon meeting predetermined milestones.
The Proposed Acquisition is based on a total value of Impact of approximately 4,846,262 CAD (approximately 3,368,375 $US) (considering its cash position of at least 700,000 CAD (approximately 486,330 $US), after transaction costs) and a total value ascribed to Fort Products, of approximately 17,124,600 CAD (approximately 11,906,100 $US).
Impact's board of directors will order a valuation of Fort Products, and a condition for the Proposed Transaction is that the value of Fort Products will not be less than a minimum amount of 14,000,000 CAD (approximately 9,733,920 $US).
The transaction is subject to due diligence, regulatory approvals, and the satisfaction of specific conditions.
About Jeffs’ Brands Ltd.
Jeffs' Brands aims to transform the world of e-commerce by creating and acquiring products and turning them into market leaders, tapping into vast, unrealized growth potential. Through the Company’s management team’s insight into the FBA Amazon business model, it aims to use both human capability and advanced technology to take products to the next level. For more information on Jeffs’ Brands Ltd visit
https://jeffsbrands.com
.
Forward-Looking Statement Disclaimer
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, we are using forward-looking statements when discussing the potential merger of Fort Products with Impact Acquisitions, the projected valuations, ownership percentages, and conditions required for the transaction. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: our ability to adapt to significant future alterations in Amazon’s policies; our ability to sell our existing products and grow our brands and product offerings, including by acquiring new brands; our ability to meet our expectations regarding the revenue growth and the demand for e-commerce; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which we operate; projected capital expenditures and liquidity; the impact of possible changes in Amazon’s policies and terms of use; the impact of the conditions in Israel, including the recent attacks by Hamas, Iran, and other terrorist organizations; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2023, filed with the U.S. Securities and Exchange Commission (“SEC”), on April 1, 2024 and our other filings with the SEC. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
Investor Relations Contact:
Michal Efraty
Adi and Michal PR- IR
Investor Relations, Israel
michal@efraty.com
This article was originally published on Quiver News, read the full story.
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