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): ~~October~~November 14, 2022

Legacy EJY, Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-39800	98-1566891
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


3240 Hillview Ave Palo Alto, California		94304
(Address of principal executive offices)		(Zip Code)

(888) 463-6569

(Registrant’s telephone number, including area code)

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(s)	Name of each exchange on which registered
Common stock, $0.0001 par value per share	ENJYQ	*
Warrants to purchase common stock	ENJYWQ	*

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. ☐

*	The registrant’s common stock and warrants began trading exclusively on the OTC Pink Marketplace on July 11, 2022 under the symbols “ENJYQ” and “ENJWQ”, respectively.

Item 8.01

Other Events.

As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 30, 2022, on June 30, 2022, Legacy EJY, Inc. (f/k/a/ “Enjoy Technology, Inc.”) (the “Company”) and certain of its wholly owned subsidiaries (together with the Company, the “Debtors”) filed voluntary petitions (and the cases commenced thereby, the “Chapter 11 Cases”) under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Chapter 11 Cases are being jointly administered under the caption “In re Legacy EJY Inc., et al., Case No. 22-10580 (JKS).”

AsThe ~~previously~~Company ~~disclosed~~has ~~in a Current Report on Form 8-K~~ filed ~~with~~ the ~~SEC~~following onmonthly ~~September 1,~~operating ~~2022,~~reports onwith ~~August 31, 2022,~~ the ~~Debtors completed a sale of substantially all of their assets conducted under Section 363 of the~~ Bankruptcy ~~Code pursuant to that certain Asset Purchase Agreement, dated as of July 25, 2022, as amended, with Asurion, LLC.~~Court:

On• October 14, 2022, the Debtors filed a proposed Combined Disclosure Statement and Chapter 11 Plan of Liquidation (the “Combined Disclosure Statement and Plan”) describing the anticipated plan of liquidation and the solicitation of votes to approve the same from certain of the Debtors’ creditors with respect to the Chapter 11 Cases. The Combined Disclosure Statement and Plan provides that the holders of equity interest in the Company will receive no recovery and that the Debtors will be dissolved under applicable law upon the closing of the Chapter 11 Cases. The Bankruptcy Court hearing on ~~the~~July ~~Debtors’ motion for an order (a) conditionally approving the Combined Disclosure Statement and Plan for solicitation purposes only~~21, ~~(b) establishing procedures for solicitation and tabulation of votes to accept or reject the Combined Disclosure Statement and Plan~~2022, ~~(c) approving the form of ballot and solicitation materials, (d) establishing~~ a ~~voting~~monthly ~~record~~operating ~~date,~~report ~~(e) fixing the date, time and place~~ for the ~~hearing~~month toending ~~approve~~June ~~the Combined Disclosure Statement and Plan and deadline for filing objections thereto~~30, ~~and~~2022 (~~f) approving~~ the ~~related~~“June ~~notice~~Monthly ~~provisions~~Operating ~~is scheduled for November 1 at 1:00 p.m. (Eastern Time~~Report”).;

~~Information~~• ~~contained~~on inAugust ~~the~~22, ~~Combined Disclosure Statement and Plan is proposed and subject to change~~2022, ~~whether as~~ a ~~result~~monthly ofoperating ~~amendments~~report orfor ~~supplements,~~the ~~third-party~~month ~~actions,~~ending orJuly ~~otherwise~~31, ~~and~~2022 ~~should not be relied upon by any party. A copy of~~ (the ~~Combined~~“July ~~Disclosure~~Monthly ~~Statement~~Operating and Plan is furnished as Exhibit 99.1 and is incorporated herein by reference. The above description of the Combined Disclosure Statement and Plan is a summary only and is qualified in its entirety by reference to the full text of the Combined Disclosure Statement and Plan.Report”);

~~This~~• ~~Current Report~~ on ~~Form 8-K is~~September ~~not~~23, 2022, a ~~solicitation~~monthly tooperating ~~accept~~report orfor ~~reject~~ the ~~proposed~~month ~~Combined~~ending ~~Disclosure~~August ~~Statement and Plan. Any solicitation process will be made pursuant to and in accordance with the proposed Combined Disclosure Statement and Plan and applicable law~~31, ~~including~~2022 ~~orders of~~ (the ~~Bankruptcy~~“August ~~Court~~Monthly ~~conditionally~~Operating ~~approving~~Report”); ~~the use of such for solicitation purposes.~~and

~~Cautionary~~• ~~Notice~~on ~~Regarding~~October ~~Forward-Looking~~21, ~~Statements~~2022, a monthly operating report for the month ending September 30, 2022 (the “September Monthly Operating Report”, and together with the June Monthly Operating Report, the July Monthly Operating Report and the August Monthly Operating Report, the “Monthly Operating Reports”).

~~This~~A ~~Current~~copy ~~Report on Form 8-K contains “forward-looking statements” within the meaning~~ of ~~section~~each ~~27A~~ of the ~~Securities~~June ~~Act~~Monthly ofOperating ~~1933~~Report, asJuly ~~amended,~~Monthly ~~and~~Operating ~~Section 21E of the Securities Exchange Act of 1934~~Report, asAugust ~~amended,~~Monthly ~~including,~~Operating ~~but~~Report ~~not limited to, statements related to holders expected recovery under the Combined Disclosure Statement~~ and ~~Plan,~~September ~~and~~Monthly ~~the~~Operating ~~anticipated~~Report ~~process~~is ~~for~~attached ~~the~~as ~~approval~~Exhibit of99.1, ~~and~~Exhibit ~~solicitation of votes for~~99.2, ~~the~~Exhibit ~~Combined Disclosure Statement and Plan~~99.3 ~~The Company’s actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks~~ and ~~other~~Exhibit ~~factors~~99.4, ~~which include the following: risks and uncertainties relating to the Chapter 11 Cases~~respectively, ~~including but not limited~~ to, ~~the~~this ~~Company’s~~Current ~~ability~~Report ~~to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 Cases, the effects of the Chapter 11 Cases~~ on ~~the~~Form Company and on the interests of various constituents, the effects of the Chapter 11 Cases on the Company and on the interests of various constituents, Bankruptcy Court rulings in the Chapter 11 Cases and the outcome of the Chapter 11 Cases in general, the duration of the Chapter 11 Cases and risks associated with third8-~~party~~K ~~motions in the Chapter 11 Cases; risks related to the trading of the Company’s common stock~~ and ~~warrants~~is onincorporated ~~the~~herein ~~OTC~~by Pink Market, particularly because the Combined Disclosure Statement and Plan states that there will not be sufficient funds or other assets in the Debtors’ estates to allow holders of the Company’s common stock or warrants to receive any distribution of value in respect of their equity interests; risks relating to the Company’s ability to confirm the Plan; the uncertainty as to when or whether the effective date of the Combined Disclosure Statement and Plan willreference.

The ~~occur;~~Monthly ~~the~~Operating ~~risk~~Reports ~~that~~and ~~the~~other ~~Chapter~~filings 11with ~~Cases may be converted to cases under chapter 7 of~~ the Bankruptcy ~~Code;~~Court asrelated ~~well~~to ~~as other risk factors set forth in~~ the ~~Company’s~~Chapter ~~Combined~~11 ~~Disclosure~~Cases ~~Statement~~are ~~and~~available ~~Plan~~electronically ~~included~~at ~~as Exhibit 99~~http://cases.1stretto.com/EnjoyTechnology. toThis ~~this~~website ~~Current~~address ~~Report~~contains ~~on Form 8~~third-Kparty content and inis ~~the~~provided ~~Company’s~~for ~~other~~convenience ~~filings with the SEC~~only. ~~The~~ ~~Company therefore cautions readers against relying on these forward~~Third-~~looking~~party ~~statements.~~content ~~All~~is ~~forward-looking statements attributable to~~ the ~~Company~~responsibility ~~or persons acting on the Company’s behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as~~ of the ~~date~~third ~~made~~party, and, ~~except as required by law,~~ the Company ~~undertakes~~disclaims noliability ~~obligation~~for tosuch ~~update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise~~content.

Cautionary Statement Regarding Financial Operating Data

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which were not prepared for the purpose of providing the basis for an investment decision relating to any securities of the Company. The Company prepared the Monthly Operating Reports solely for purposes of complying with the monthly operating requirements applicable in the Debtors’ Chapter 11 Cases. The financial information contained in the Monthly Operating Reports is unaudited, limited in scope, and as such, has not been subject to procedures that would typically be applied to financial statements in accordance with accounting principles generally accepted in the United States of America. The Monthly Operating Reports should not be relied upon by any persons for information relating to current or future financial condition, events, or performance of the Company, as the results of operations contained in the Monthly Operating Reports are not necessarily indicative of results which may be expected from any other period or for the full year, and may not necessarily reflect the combined results of operations, financial position, and schedule of receipts and disbursements in the future. These unaudited financial statements were prepared using certain assumptions and estimates. These assumptions and estimates are subject to revision. Further, the amounts shown in these statements may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.
99.1		Debtors’ Combined Disclosure Statement and Chapter 11 Plan of Liquidation.*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

The following Exhibits are being furnished, and are not deemed to be filed:

* Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules (or similar attachments) have been omitted. The Company agrees to furnish supplementally to the SEC a copy of any omitted schedule (or similar attachment) upon request by the SEC. Pursuant to Item 601(a)(6) of Regulation S-K, certain personally identifiable information contained in this document, marked by brackets as [***] has been omitted.


Exhibit No.

99.1		Chapter 11 Monthly Operating Report for the Month Ending: 06/30/2022 Filed by Legacy EJY, Inc. filed with the United States Bankruptcy Court for the District of Delaware

99.2		Chapter 11 Monthly Operating Report for the Month Ending: 07/31/2022 Filed by Legacy EJY, Inc. filed with the United States Bankruptcy Court for the District of Delaware

99.3		Chapter 11 Monthly Operating Report for the Month Ending: 08/31/2022 Filed by Legacy EJY, Inc. filed with the United States Bankruptcy Court for the District of Delaware

99.4		Chapter 11 Monthly Operating Report for the Month Ending: 09/30/2022 Filed by Legacy EJY, Inc. filed with the United States Bankruptcy Court for the District of Delaware

104		Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

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.

	Legacy EJY Inc.
	Legacy EJY, Inc.
Dated: October 20, 2022
Dated: November 14, 2022
	By:	/s/ Tiffany N. Meriweather
		Tiffany N. Meriweather
		Chief Legal Officer and Corporate Secretary

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