{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-044284","form_type":"8-K","ticker":null,"cik":"0000870826","company_name":"Legacy IMBDS, Inc.","filed_at":"2023-04-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:42.496318+00:00","generated_at":"2026-06-17T03:25:59.753117+00:00","sec_items":["1.01","2.02","2.03","3.02","7.01","9.01"],"event_type":"earnings","sentiment":"negative","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"iMedia Brands Q4 net loss $24M; completes $48M sale-leaseback, cuts debt $53M","bullets":["Q4 net sales $134M (-31% YoY); net loss $24M vs $5M loss; Adj. EBITDA $2.5M (vs $15.1M).","FY2022 net sales $545M (-1% YoY); net loss $70M vs $22M loss; Adj. EBITDA $25.4M (vs $41.6M).","On Apr 10, 2023, completed $48M sale-leaseback; reduced total debt by $53M to ~$123M; retired $29M Green Lake term loan.","Raised $3.5M in PIPE convertible notes (7.75% interest); conversion price ~$0.58/share; CEO & directors invested $300K.","Q1 2023 net sales guided to $105M (-31% YoY); positive net income expected from DRE one-time gains; NOLs >$390M."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-044284","json":"https://secwatch.observer/filing/0001104659-23-044284.json","markdown":"https://secwatch.observer/filing/0001104659-23-044284.md","text":"https://secwatch.observer/filing/0001104659-23-044284.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/0001104659-23-044284-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/tm2312429d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-17T03:25:59.753117+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"36b6fae9d051210fc0547ce96cdac39bf08a681b","claim":"Legacy IMBDS, Inc. incurred convertible notes of $3,500,000 at 7.75% per annum, increasing to 15% per annum effective January 1, 2024 maturing December 31, 2023.","evidence_excerpt":"entered into a Loan Agreement (the “Loan Agreement”) with certain individuals and entities (each an “Investor”), for the purchase and sale of unsecured convertible promissory notes (the “Notes”) in the original aggregate principal amount of $3,500,000","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/0001104659-23-044284-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$3,500,000"},{"label":"Rate","value":"7.75% per annum, increasing to 15% per annum effective January 1, 2024"},{"label":"Maturity","value":"December 31, 2023"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"c24f1ab4f2416ea5e8f8c7d8c99d35093f46168b","claim":"Legacy IMBDS, Inc. reported fourth fiscal quarter and fiscal year ended January 28, 2023 results: revenue $134 million.","evidence_excerpt":"Q4 Net Sales were $134 million, which was a $60 million, or 31%, decrease compared to the same prior year period.","evidence_source":"SEC 8-K Item 2.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/0001104659-23-044284-index.htm","confidence":0.85,"family_label":"Earnings Releases","details":[{"label":"Period","value":"fourth fiscal quarter and fiscal year ended January 28, 2023"},{"label":"Revenue","value":"$134 million"},{"label":"Result","value":"reported results"}],"fact_type":"earnings_release"},{"claim_id":"862902abb9d42db1c0aa9ff85dd24f029b26ca59","claim":"Legacy IMBDS, Inc. amended Forbearance Agreement, Tenth Amendment to Loan and Security Agreement and Amendment to Fee Letter with Siena Lending Group LLC and the other financial institutions party thereto (effective 2023-04-10).","evidence_excerpt":"On April 10, 2023, The Company entered into a Forbearance Agreement, Tenth Amendment to Loan and Security Agreement and Amendment to Fee Letter (the “Amendment”), which amends the Loan and Security Agreement dated July 30, 2021 (as amended, the “Loan and Security Agreement”), by and among the Company, as the lead borrower, certain of its subsidiaries party thereto as borrowers, Siena Lending Group LLC and the other financial institutions party thereto from time to time as lenders, Siena Lending Group LLC, as agent, and certain additional subsidiaries of the Company, as guarantors thereunder.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/0001104659-23-044284-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Siena Lending Group LLC and the other financial institutions party thereto"},{"label":"Effective","value":"2023-04-10"}],"fact_type":"material_agreement"},{"claim_id":"a88500c8f3b14433a1e874f686fbd3088482f22a","claim":"Legacy IMBDS, Inc. entered into Loan Agreement with certain individuals and entities (each an “Investor”) valued at $3,500,000 (effective 2023-04-10).","evidence_excerpt":"On April 10, 2023, iMedia Brands, Inc. (“we”, “us”, “our”, or the “Company”) entered into a Loan Agreement (the “Loan Agreement”) with certain individuals and entities (each an “Investor”), for the purchase and sale of unsecured convertible promissory notes (the “Notes”) in the original aggregate principal amount of $3,500,000","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/870826/000110465923044284/0001104659-23-044284-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain individuals and entities (each an “Investor”)"},{"label":"Value","value":"$3,500,000"},{"label":"Effective","value":"2023-04-10"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}