Item 1.03. Bankruptcy or Receivership.

As previously announced, on June 24, 2020, Jason Industries, Inc. (the "Company" and, as it may be reorganized pursuant to the Plan (as defined below), the "Reorganized Company") and certain of its direct and indirect subsidiaries (together with the Company, the "Debtors") commenced voluntary cases (the "Chapter 11 Cases") under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). The Chapter 11 Cases are being jointly administered for procedural purposes only under the caption In re Jason Industries, Inc., et al., No 20-22766 (RDD).

On August 26, 2020, the Bankruptcy Court entered an order confirming the Joint Prepackaged Plan of Reorganization of Jason Industries, Inc., and Its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy Code (the "Confirmation Order"), which approved and confirmed the Company's pre-packaged plan of reorganization (the "Plan"). The Debtors expect that the effective date of the Plan will occur once all conditions precedent to the Plan have been satisfied (defined in the Plan as the "Effective Date").

Summary of the Plan

The following is a summary of the material terms of the Plan as approved and confirmed by the Bankruptcy Court. This summary highlights only certain substantive provisions of the Plan and is not intended to be a complete description of the Plan. This summary is qualified in its entirety by reference to the full text of the Confirmation Order, which includes the Plan as an exhibit, which is attached hereto as Exhibit 2.1 and incorporated herein by reference. Among other things, the Plan provides for (in each case, as more fully described in the Plan):

• payment in full of administrative expense claims;

• a distribution to holders of first lien credit agreement claims of their pro


   rata share of (i) a new senior secured term loan facility in the aggregate
   principal amount of $76.6 million, (ii) a junior convertible secured term loan
   facility in an aggregate principal amount of $50.0 million, (iii) 95.0% of the
   New Jason Equity, subject to dilution by the Management Incentive Plan and the
   New Junior Convertible Term Loans, (each as defined in the Plan), and (iv) the
   right to offer the entirety of their pro rata distributions of both the New
   Jason Equity and the junior convertible secured term loan facility to the First
   Lien Backstop Put Parties (as defined in the Plan), if applicable;

• first lien credit agreement deficiency claims shall receive no distribution;

• a distribution to holders of second lien credit agreement claims of their pro


   rata share of  and interest in 5.0% of the New Jason Equity, subject to
   dilution by the Management Incentive Plan and the New Junior Convertible Term
   Loans;

• reinstatement or repayment in full of general unsecured claims;

• the cancellation of the Company's common and preferred stock.

Capital Structure

There were 29,250,911 shares of the Company's common stock outstanding as of June 5, 2020. On the Effective Date, the Company's common and preferred stock will be cancelled and holders thereof will not receive a distribution on account of their equity interests. On the Effective Date, the Reorganized Company will issue 4,700,000 shares of common stock on the Effective Date.

The shares of the common stock of the Reorganized Company issued pursuant to the Plan will be issued without registration under the Securities Act of 1933, as amended (the "Securities Act"), or any similar federal, state, or local law in reliance upon section 1145 of the Bankruptcy Code and Section 4(a)(2) of the Securities Act and Regulation D thereunder.

Certain Information Regarding Assets and Liabilities of the Company

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In the Debtors' most recent monthly operating report filed with the Bankruptcy Court on August 21, 2020, the Debtors reported total assets of approximately $259.1 million and total liabilities of approximately $441.6 million as of July 31, 2020. This financial information has not been audited or reviewed by the Company's independent registered public accounting firm and may be subject to future reconciliation or adjustments. This information should not be viewed as indicative of future results.

Item 7.01. Regulation FD Disclosure.

On August 26, 2020, the Company issued a press release regarding the foregoing, a copy of which is furnished herewith.

Cautionary Note Regarding the Company's Common Stock

The Company cautions that trading in the Company's securities during the pendency of the Chapter 11 Cases is highly speculative and poses substantial risks. On the Effective Date, the Company's common and preferred stock will be cancelled, and holders thereof will not receive any recovery.

Item 9.01 Financial Statements and Exhibits.





 (d) Exhibits:



Exhibit
  No.      Description
  2.1      Order Confirming the Joint Prepackaged Plan of Reorganization
           of Jason Industries, Inc., and Its Debtor Affiliates Pursuant
           to Chapter 11 of the Bankruptcy Code, including such Joint
           Chapter 11 Plan of Reorganization.

  99.1     Press release


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