Maison Solutions Inc. 8-K

What Happened

• Maison Solutions Inc. announced it entered into and closed a Buy-Sell Agreement with JC Business Guys, Inc. under which Maison sold its 49% ownership interest in HKGF Market of Arcadia, LLC. The Board approved the Agreement on January 27, 2026, and the transaction closed on January 31, 2026 for a purchase price of $1.00.
• The Agreement includes customary representations, warranties and covenants, mutual indemnification obligations, and a release by the Buyer of the Company and its affiliates from certain claims.

Key Details

• Seller: Maison Solutions Inc.; Buyer: JC Business Guys, Inc. (California corporation).
• Asset sold: 49% ownership interest in HKGF Market of Arcadia, LLC.
• Purchase price and consideration: $1.00; closing date: January 31, 2026; Board approval: January 27, 2026.
• Representations/warranties survive for 18 months post-closing; mutual indemnities and a buyer release are included. The full agreement is filed as Exhibit 10.1 to the Form 8-K.

Why It Matters

• This is a completed disposition of a material ownership interest that removes Maison’s 49% stake in the JV and any future share of that entity’s results. The immediate cash received was nominal ($1), so any financial impact will depend on how Maison previously accounted for and recognized income, losses or liabilities from the JV in prior periods.
• Investors should review the filed agreement (Exhibit 10.1) and watch future filings for disclosures about any gain/loss on disposition, changes to revenue or earnings recognition, and any remaining contingent obligations under the indemnities or releases.