Cohen & Co. takes $5M 10% loan from director entity
Cohen & Company Inc. (COHN), through its subsidiary Cohen & Company, LLC, amended and restated a related-party financing with JKD Capital Partners I LTD, an entity owned by director Jack J. DiMaio, Jr. and his spouse.
Rhea-AI Filing Summary
Cohen & Company Inc. (COHN), through its subsidiary Cohen & Company, LLC, amended and restated a related-party financing with JKD Capital Partners I LTD, an entity owned by director Jack J. DiMaio, Jr. and his spouse. As of August 31, 2026, the Operating LLC owed $2,625,409.50 on the original senior promissory note; on the same date the Investor provided an additional $2,374,590.50, and the parties replaced the original note with an Amended and Restated Senior Promissory Note in the principal amount of $5,000,000. The new note bears interest at 10% per year, payable quarterly in cash starting November 30, 2026, and matures on August 31, 2027. In an Event of Default, all amounts may be accelerated and will accrue interest at 11% per year. The note is a senior obligation of the Operating LLC, senior to all other indebtedness outstanding or issued after September 1, 2024, and the Operating LLC is restricted from incurring indebtedness senior to this note. Prepayment is prohibited before January 31, 2027, but allowed thereafter without penalty on at least 31 days’ notice.
Positive
- None.
Negative
- None.
Insights
Analyzing...
8-K Event Classification
3 items: 1.01, 1.02, 9.01
3 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02
Termination of a Material Definitive Agreement
Business
A significant contract was terminated, which may affect business operations or revenue.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Original Note principal amount: $5,145,926.67
Unpaid Original Investment Amount: $2,625,409.50
Additional Note Amount: $2,374,590.50
+5 more
8 metrics
Original Note principal amount
$5,145,926.67
Aggregate principal of the Senior Promissory Note issued effective September 1, 2024
Unpaid Original Investment Amount
$2,625,409.50
Principal and interest outstanding as of August 31, 2026 under the Original Note
Additional Note Amount
$2,374,590.50
Additional principal paid by the Investor on August 31, 2026
Amended and Restated Note principal
$5,000,000
Aggregate principal of the Amended and Restated Senior Promissory Note
Interest rate
10% per year
Interest on unpaid principal from August 31, 2026 until maturity
Default interest rate
11% per year
Interest rate on all amounts while an Event of Default continues
Maturity date
August 31, 2027
Due date for principal and all accrued but unpaid interest under the new note
Earliest prepayment date
January 31, 2027
No prepayment allowed before this date; after that, prepayment without penalty
Key Terms
Amended and Restated Senior Promissory Note, Event of Default, senior obligations, Indebtedness, +1 more
5 terms
Amended and Restated Senior Promissory Note financial
"the Operating LLC issued to the Investor that certain Amended and Restated Senior Promissory Note"
Event of Default financial
"upon the occurrence or existence of any “Event of Default” thereunder, the outstanding principal"
An event of default is a specific breach of a loan or bond agreement—such as missed payments or breaking agreed rules—that gives lenders the legal right to act, for example by demanding immediate repayment, seizing collateral, or accelerating other obligations. For investors, it’s a red flag because it can sharply reduce a company’s ability to operate or raise money, like a car lender repossessing a vehicle after missed payments, and often leads to falling share or bond prices.
senior obligations financial
"are senior obligations of the Operating LLC and will be senior to any Indebtedness"
Senior obligations are debts or payment commitments that have legal priority over other claims, meaning they get paid before other creditors if a company runs into trouble or liquidates. Think of them as people at the front of the payment line; because they are higher priority, they are generally less risky for investors and often carry lower interest rates, so knowing a company’s mix of senior and junior obligations helps assess default risk and potential recovery in distress.
Indebtedness financial
"will be senior to any Indebtedness (as defined in the Amended and Restated Note)"
Indebtedness is the total amount of money that a person, company, or organization owes to others, such as loans or borrowed funds. It reflects how much debt they have accumulated and need to repay. For investors, high levels of indebtedness can indicate greater financial risk, as it may affect the entity’s ability to meet its obligations and impact its financial stability.
principal amount financial
"the aggregate principal amount of $5,000,000 (which amount represents the Unpaid Original"
The principal amount is the original sum of money that is borrowed, lent, or invested before any interest, fees, or returns are added. It matters to investors because interest charges, scheduled repayments, and total return are calculated from that base amount — think of it as the price tag on which future costs or gains are built. Knowing the principal helps you compare deals and predict cash flows and risk.
FAQ
What financing change did COHN report on August 31, 2026?
Cohen & Company Inc. reported that its subsidiary issued an Amended and Restated Senior Promissory Note for $5,000,000 to JKD Capital Partners I LTD, replacing the prior note by combining the $2,625,409.50 unpaid amount with an additional $2,374,590.50 investment from the same investor.
What are the interest rate and maturity of COHN’s new $5,000,000 note?
The Amended and Restated Senior Promissory Note accrues interest at 10% per year on unpaid principal and matures on August 31, 2027. In an Event of Default, all amounts may be accelerated and will bear interest at 11% per year while the default continues.
When does COHN begin paying interest on the Amended and Restated Note?
Interest on the Amended and Restated Senior Promissory Note is payable in cash quarterly on each November 30, February 28, May 31 and August 31, commencing on November 30, 2026, at a rate of 10% per year on the unpaid principal.
Can COHN prepay the $5,000,000 note, and if so when?
The Amended and Restated Note may not be prepaid in whole or in part before January 31, 2027. After that date, it may be prepaid in whole or in part, without premium or penalty, on at least 31 days’ prior written notice from the Operating LLC to the holder.
How senior is the new $5,000,000 note in COHN’s capital structure?
The Amended and Restated Senior Promissory Note and all amounts payable under it are senior obligations of Cohen & Company, LLC and are senior to any Indebtedness of the Operating LLC outstanding as of and issued after September 1, 2024. The Operating LLC may not incur indebtedness senior to this note after August 31, 2026.
AI-generated analysis. How Rhea-AI works. Not financial advice.
