Monthly Archives: March 2022

from the you-absolute-idiots dept

The New York Post editorial team has apparently decided some rights are more important than others. The Post has the First Amendment right to publish its opinion on other rights, even when its clearly in the wrong. And its willing to do so because it has long enjoyed an unhealthy relationship with the citys police force, which often makes the Post appear to be part of the NYPDs PR unit.

A recent arrest of a 16-year-old rap artist has triggered the Posts editorial team. Not the arrest itself, which resulted in a struggle between NYPD officers and Camrin C Blu Williams that ended with an Williams allegedly shooting a cop by [checks report] shooting himself in the groin.

Heres how the NY Post reported the aftermath of the alleged shooting:

A 16-year-old reputed gangbanger charged in theshooting of an NYPD copwas ordered held on $200,000 bail Thursday despite a request by prosecutors that he be locked up.

Camrin Williams anup-and-coming rapperknown as C Blu was arraigned on charges of felony assault and criminal possession of a weapon in Bronx court for the Tuesday night tussle with police in Belmont that left a 27-year-old cop with a wounded leg.

He could also face an attempted-murder rap from a grand jury, law-enforcement sources said.

The Bronx prosecutor wanted Williams held without bail and tried as an adult. The judge Naita Semaj disagreed. It wasnt because Judge Semaj thought Williams was being treated too harshly. Its because the cops lied.

There was absolutely zero reason for any of those officers to approach this individual. They approached him, they detained him, they searched him, and no officer even bothered to come up with a halfway legitimate reason for any of that, Semaj said, making an emotional ruling in Bronx Supreme Court Tuesday.

Recordings of the incident contradicted testimony given by officers, who claimed Williams refused to take his hands out of his pockets when being questioned by police during their policing of a disorderly crowd. The judge noted the recording showed Williams being extremely cooperative and that it was officers that not only searched him without probable cause but escalated the situation.

While there is no disputing the fact that Mr. Williams had a gun on him that night He literally does everything you tell your child to do when theyre approached by cops. He literally kept his hands up. He literally tried to record to make sure there was proof. He answered questions he had no obligation to answer, Semaj said.

Without calling the testifying officer a liar, Judge Semaj called the officer a liar.

I cannot state how absolutely incredible his testimony was. It was inconsistent with the video, it was inconsistent with his fellow officers testimony, it was self-serving, it had no value, she said.

So, instead of being tried as an adult and held without bail, Williams is out on bail and will be tried as a juvenile. Somehow, police officer perjury has led the NY Post editorial board to call for an end of respect for the Fourth Amendment, both by police officers and the courts handling their cases. (Emphasis in the original.)

[Judge] Semaj seems to think that,even ifsomeone is doing something illegal, andeven iftheres no disputing it, a police officerstillcant make a quick decision based on intangibles to take action.She doesnt even seem to provide a definitive standard under which an officermighthave validly stopped and searched Williams.

If public orders to be restored, cops must be able to use their professional instincts on the street, in real-time. And no judge who thinks otherwise should be anywhere near criminal or even family court.

This is completely wrong and it basically calls for the Fourth Amendment to be ignored in favor of inarticulable hunches, allowing cops to work their way backwards from their stops and seizures should they happen to result in the uncovering of criminal evidence.

Heres Scott Greenfield, explaining one of the many ways this NY Post editorial board hot take is completely fucking stupid.

On the contrary, its not up to the judge to provide a definitive standard when the Constitution already does so. In the absence of probable cause, there is no authority to search and seize. Whether Williams was doing something illegal is irrelevant if the police are incapable of articulating the basis for their actions. Of course, here they tried, but the darn video proved they were lying about it. Thats a different problem.

But thats what the NY Post apparently believes: cops should have free reign to perform stops and seizures at their discretion. And any judge that attempts to hold them to constitutional standards should be removed from their position. That opinion is inconceivably stupid. And that its held by the entirety of the Posts editorial board is inexcusable. A beneficiary of constitutional rights shouldnt be declaring other rights less important than the ones that shield it from government overreach.

Filed Under: 4th amendment, c blu, camrin williams, illegal search, naita semaj, nypd, stop and frisk

Read more:
Beneficiary Of First Amendment Protections Says Fourth Amendment Shouldn't Be Respected By Cops, Courts - Techdirt

Today, NRA-ILA filed an amicus curiae (or friend of the court) brief in a case pending before the Second Circuit Court of Appeals concerning how the police may respond when presented with a concealed carry permit.

This case began when a Connecticut police officer approached a man who pulled over to fix his phones GPS. Upon being stopped, the man presented the officer with his drivers license and state-issued license to carry a firearm. At the same time, he informed the officer that he had a lawfully carried pistol in the drivers side door of his car. In response, the officer forcibly removed the man from his vehicle, handcuffed and frisked him, and then put him in the back of the squad car. It was not until after forcefully arresting the man that the officer checked to determine whether the license to carry was valid. And even after verifying that the license was valid, the officer still searched the entirety of the mans vehicle and seized the mans money and a hard drive containing pictures and videos of his deceased father.

The driver sued the officer for violating his Fourth Amendment rights. The District Court ruled in favor of the wrongfully detained driver, and the officer appealed to the Second Circuit Court of Appeals. NRA-ILAs argument is straightforward: wrongfully arresting, searching and seizing the property of innocent firearm owners constitutes a gross violation of both the Second and Fourth Amendments.

A state-issued license to carry a firearm does not give the state license to arrest the individual for carrying a firearm, the brief argues. The Fourth Amendment requires more from the arresting officer. Upholding the officers actions would set a dangerous precedent against every innocent driver who dares to exercise his or her right to keep and bear arms.

NRA-ILA is dedicated to ensuring that law-abiding citizens have the right to freely carry firearms outside of the home for the protection of themselves and their family.

The case is captioned as Soukaneh v. Andrzejewski.

Please stay tuned towww.nraila.orgfor future updates on NRA-ILAs ongoing efforts to defend your constitutional rights.

See the original post:
NRA-ILA Files Friend of the Court Brief in Key Concealed Carry Case - NRA ILA

Few things ruin a combo 21st birthday/New Years Eve party quite like a Fourth Amendment violation. Georgia police (read: taxpayers) were ordered to pay almost $1M after they arrested 65 people over an ounce of weed back in 2017. Which, besides being a violation of liberty, is just bad math an oz. only cost ~$320 in Georgia back then.And while charging guidelines allow for such a thing, I find it to be ridiculous.

While I personally do not dabble in the marijuanas, word from a trusted source told me that an ounce would cover about 14 people or so at a party. Said source added that For that to get 65 people charged, that would have to be the skimpiest joint you ever saw in your f*****g life. I found it necessary to include this additional information for the attorneys who are not currently admitted to practice in California and/or Oregon.

Gerald Griggs, an attorney who works with the NAACP, stated that Its a very large settlement, so it sends a message to Georgia that if you violate somebodys civil rights, the NAACP and civil rights attorneys will hold you to task and protect those young peoples rights.

And thats a beautiful thing. But some are more focused on the interpersonal realities of having the cops barge into your party and handcuff several basketball teams worth of young adults over what would appear to be oregano from a small distance.

Deja Heard, the birthday-haver whose party was crashed over what was likely some mid, stated that I literally was in shackles from my arms, and they were tied around my ankles as well it was very traumatic. Its an issue not just with Blacks. I feel like this is an issue with everyone in my community with corrupt police[.] She walked away from her ordeal with some easy-to-implement reform strategies for the badged among us.

Its OK to be wrong sometimes. And were all human, we all make mistakes. Just going forward, correct yourselves. Apologize. I mean, yes, a settlement, like I said Im very greatly appreciative of it, but no one has actually sat down and said that we apologize for being in the wrong, were sorry for what we did to you, were sorry for treating you inhumane,

And while most of the attendees of her party were Black, shes right. While there are clear racial discrepancies in how it pans out, overpolicing and liberty violations impact us all. While there is much talk about how unarmed Blacks are disproportionately shot and killed by police, because its true, the gross number of people murdered by those meant to protect them are more sunburned than sunkissed.

Occasionally, when people talk about police conduct and apples in varying conditions of goodness, the word complicity gets thrown about. Were all complicit in a lot of things worth speaking out on, like America being one of the largest slave nations in the history of our species past or present despite all of our liberty talk, or being all for democracy assistance promotion so long as its not on our soil, the list goes on.

But when you think about systemic complicity in abstract terms, it can be hard to comprehend what complicity looks like in a real, tactile way. Weve seen examples of geopolitical complicity acknowledgement recently, with firms jumping to announce that theyre dropping their Russia matters in an act of solidarity. When it comes to race and policing in America, I wonder what it would look like if we changed what our complicity with policing patterns looks like. Its pretty obvious what was wrong here: knowing that, barring some Matthew 15:32-39 scenario, there was no way that 65 people each owned the same bag of weed, yet charging them for it anyway. Prosecutors okaying penalties for sisters, brothers, cousins kids, really and the only thing approaching an apology is the police department saying that theyll keep doing their jobs. Shouldnt we as a profession be more vocal when stuff like this happens? We should expect better of the cops and prosecutors who charge and enforce the stuff we rushed to learn in crim law.

Because young people are out there living with the consequences of it. While this group of 65 young adults got some measure of redress, you best believe there are legion of others who only got more of [We] will continue to honor the 4th Amendment, which protects people from unreasonable searches. And while I wish the interaction went more like this, can we just federally legalize the damned plant already? Please and thanks.

Police Ordered To Pay Nearly $1M Settlement After Arresting 65 Young People At House Party [WSBTV]

Chris Williams became a social media manager and assistant editor for Above the Law in June 2021. Prior to joining the staff, he moonlighted as a minor Memelord in the Facebook groupLaw School Memes for Edgy T14s. He endured Missouri long enough to graduate from Washington University in St. Louis School of Law. He is a former boatbuilder who cannot swim,a published author on critical race theory, philosophy, and humor, and has a love for cycling that occasionally annoys his peers. You can reach him by email atcwilliams@abovethelaw.comand by tweet at@WritesForRent.

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Now That Is Some Expensive Pot, Officer - Above the LawAbove the Law - Above the Law

A new report by an FAA aviation rulemaking committee (ARC) has drone operators feeling sky-high.

Under current regulations, drone delivery services must operate within the visual line of sight of the operator, necessitating the use of a ground-based observer either on foot or in a vehicle. Consequently, drone delivery trips are shorter than most operators would like them to be because flights in the air are limited by terrain and infrastructure on the ground.

But according to last weeks ARC report, that may not be the case for much longer. Established by the FAA in June, the Beyond Visual Line of Sight (BVLOS) ARC delivered a set of recommendations to the aviation authority, including a push for a case-by-case approach to BVLOS operations.

Key recommendations from the committee include:

If the FAAs handling of previous regulations like Remote Identification provision or the Operations over People rule are any indication, it will be one to two years before the agency follows through on BVLOS. But industry stakeholders believe it is a step in the right direction.

Unlocking BLVOS will have a tremendous impact on the world, opening up opportunities only dreamed about in science fiction, John Vernon, chief technology officer of ARC member company DroneUp, told Modern Shipper. This reports feedback and commonsense proposals represent the best from the technology, aviation, municipal and societal leaders and provide a solid list of recommendations to rule-makers.

Currently, the FAA awards BVLOS waivers on a conditional basis, but so far only 86 have been issued since March 2018, with many going to research and development programs rather than commercial services. That means that only a handful of companies each year have been able to test drone deliveries longer than a mile or two.

But according to Zipline, another ARC member, the value of drone delivery is highest when drones can travel longer distances: We appreciate the hard work by the FAAs beyond visual line of sight aviation rulemaking committee. Enabling long-distance autonomous flight is a critical step forward making safe, clean, on-demand delivery available to all and ensuring Americas continued leadership in the skies, the company told Modern Shipper.

Yariv Bash, CEO of Flytrex, also sees plenty of potential. But its a very hard problem which will take tons of time to solve because the sky is already filled with humans flying airplanes, and you dont want to jeopardize that, Bash said. Aviation is one of the safest industries, and its important to keep it that way.

Having said that, the FAA is really investing a lot of effort into solving [BVLOS regulations], so I think that in the next two to three years, thats going to be solved as well. And then the skys the limit for drone deliveries.

Flytrex is in the business of delivering to homes via drone, airdropping drinks, groceries and hot food like chicken wings directly into customers backyards. While Flytrexs local deliveries would be largely unaffected by the BVLOS recommendations, Bashs experience with FAA regulations gives him hope that the organization will follow through.

I think that the FAA took a very holistic approach, and its doing it with commercial drone deliveries in a very different way than most other regulators in the world, he explained. Theyre investing an order of magnitude more resources into solving this, and were already seeing the fruits of that investment.

The FAAs efforts to promote commercial drone delivery began in 2017 with the launch of the Integration Pilot Program, an initiative that aimed to bring state, local and tribal governments together with private-sector drone operators and manufacturers.

That program, of which Flytrex was a member, concluded in October 2020 before the FAA launched a new program, BEYOND, which included most of the same participants. BEYOND aims to certify drones as if they were normal aircraft, and the initiative is nearing completion for several member companies.

The next big move by the FAA was the introduction of Remote Identification (RID) provisions. The final RID rule, published in January 2021, mandates that all unmanned aircraft heavier than 0.55 pounds be equipped with beacons that transmit identification and location data to the FAA and law enforcement.

Developed with safety in mind, that regulation helped improve the visibility of operations and again moved the commercial drone industry forward.

Its like adding license plates to cars back in the 1920s, Bash remarked.

Also published in January 2021 and amended two months later was the Operations Over People rule, which does exactly what its name implies: It permits drone flights over people and in busy areas, as well as at night under certain conditions. That provision took effect last April.

Thats not to say its all clear skies for the FAA. The administration is currently contending with a lawsuit challenging the RID regulations, alleging that the provision violates the constitutional rights of recreational drone users under the Fourth Amendment.

The suit, backed by drone equipment retailer RaceDayQuads, lays out the argument that first-person-view drone racers, who often cannot afford expensive RID equipment and typically fly in RID noncompliant locations like their backyards, would be subject to unreasonable searches from the government for flying on their own property.

However, the BVLOS ARC recommendations figure to make life easier for both hobbyists and fledgling drone companies trying to find their wings.

I think [BVLOS is] the last largest barrier to the market, Bash explained. It doesnt mean that a new company entering will be able to scoot through everything and just start operating. But once you start to structure everything and remove all the unknowns from that process, it really helps a lot.

Drone Racing League now an FAA-approved drone event organizer

DroneUp acquires airspace traffic management company AirMap

Elroy Air, AYR Logistics partner to use drones for humanitarian aid

The leading voices in supply chain are coming to Rogers, Arkansas, on May 9-10.

*limited term pricing available.

Read the rest here:
Expanded drone delivery taxis toward takeoff with new FAA recommendations - FreightWaves

Item 1.01. Entry into a Material Definitive Agreement.

On March 11, 2022, ORCC Financing IV LLC, a subsidiary of Owl Rock CapitalCorporation, executed a Fourth Amendment to the Credit Agreement, dated as ofAugust 2, 2019, by and among ORCC Financing IV LLC, as borrower, SocitGnrale, as administrative agent, State Street Bank and Trust Company, ascollateral agent, collateral administrator and custodian, Cortland CapitalMarket Services LLC, as document custodian, and the lenders party thereto. Theamendment extends the reinvestment period from April 1, 2022 until October 3,2022 and the stated maturity from April 1, 2030 to October 1, 2030. Theamendment also changed the applicable interest rate from LIBOR plus anapplicable margin of 2.15% during the reinvestment period and LIBOR plus anapplicable margin of 2.40% after the reinvestment period to term SOFR plus anapplicable margin of 2.30% during the reinvestment period and term SOFR plus anapplicable margin of 2.55% after the reinvestment period.

The foregoing description is only a summary of certain of the provisions of theAmendment and is qualified in its entirety by the underlying agreement, which isfiled as Exhibit 10.1 to this current report on Form 8-K and is incorporated byreference herein.

Item 2.03. Creation of a Direct Financial Obligation.

The information set forth under Item 1.01 above is incorporated by referenceinto this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

--------------------------------------------------------------------------------

Edgar Online, source Glimpses

Continued here:
OWL ROCK CAPITAL CORP : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance...

InThe United States of Anonymous, Jeff Kosseff explores how the right to anonymity has shaped American values, politics, business, security, and discourse, particularly as technology has enabled people to separate their identities from their communications.

Legal and political debates surrounding online privacy often focus on the Fourth Amendment's protection against unreasonable searches and seizures, overlooking the history and future of an equally powerful privacy right: the First Amendment's protection of anonymity.The United States of Anonymousfeatures extensive and engaging interviews with people involved in the highest profile anonymity cases, as well as with those who have benefited from, and been harmed by, anonymous communications. Through these interviews, Kosseff explores how courts have protected anonymity for decades and, likewise, how law and technology have allowed individuals to control how much, if any, identifying information is associated with their communications. From blocking laws that prevent Ku Klux Klan members from wearing masks to restraining Alabama officials from forcing the NAACP to disclose its membership lists, and to refusing companies' requests to unmask online critics, courts have recognized that anonymity is a vital part of our free speech protections.

The United States of Anonymousweighs the tradeoffs between the right to hide identity and the harms of anonymity, concluding that we must maintain a strong, if not absolute, right to anonymous speech.

"From the world's leading expert on Section 230, a new book with a balanced and insightful look at online anonymitythe good and the badthat is required reading for anyone who wants to substantively engage in this debate."Jimmy Wales, founder of Wikipedia

"An indispensable, in-depth look at both the history and present of anonymity protections in American life, media, and online culture.The United States of Anonymouswill have resounding implications for the future of democracy."Craig Newmark, founder of craigslist

"Providing both a great story and keen legal analysis, Jeff Kosseff examines what fuels our commitment to protecting anonymous speech in the United Statesand the new and sometimes high costs of that unwavering allegiance."Victoria Smith Ekstrand, author of Hot News in the Age of Big Data

"Jeff Kosseff weaves together history, legal issues, and public affairs in this vital, timely, and highly readable book.The United States of Anonymousshould be required reading for all engaged in the debate over anonymity, identity, and privacy in the online age."Jeff Jarvis, author of What Would Google Do?

"Jeff Kosseff has, once again, spotted the next looming topic in technology law, anonymous communication, illuminating its contours with his trademark skill. The United States of Anonymousis a foundational dive into one of the toughest areas of speech, privacy, and identity today."Kate Klonick, St. John's University School of Law

"A superb book, accessibly written, that canvasses the history of anonymous speech and its interaction with the law. Jeff Kosseff has created a major framework for any future discussions of anonymity."Anupam Chander, author of The Electronic Silk Road

I much look forward to Prof. Kosseff's posts.

Read the rest here:
Jeff Kosseff Guest-Blogging About "The United States of Anonymous" - Reason

Item 1.01. Entry into a Material Definitive Agreement.

Merger Agreement with Kids2, Inc.

On March 16, 2022, Summer Infant, Inc. (the "Company") entered into an Agreementand Plan of Merger (the "Merger Agreement") by and among the Company,Kids2, Inc., a Georgia corporation ("Parent"), and Project Abacus AcquisitionCorp., a Delaware corporation and wholly owned subsidiary of Parent ("MergerSub"). The Merger Agreement provides, subject to its terms and conditions, forthe acquisition of the Company by Parent through the merger of Merger Sub withand into the Company, with the Company surviving the merger as a wholly ownedsubsidiary of Parent (the "Proposed Merger").

The Board of Directors of the Company (the "Board of Directors") unanimously(i) determined and declared that the Merger Agreement and the transactionscontemplated thereby, including the Proposed Merger, are advisable and in thebest interests of the Company and its stockholders; (ii) approved the MergerAgreement and the transactions contemplated thereby, including the ProposedMerger; and (iii) resolved to recommend that the Company's stockholders adoptthe Merger Agreement (the "Company Board Recommendation").

Under the terms of the Proposed Merger, (i) each share of common stock of theCompany issued and outstanding immediately prior to the effective time of theProposed Merger (the "Effective Time") (other than shares of common stock(a) owned by Parent, Merger Sub, the Company or any subsidiary of Parent, MergerSub or the Company, or (b) held by a stockholder who is entitled to, and who hasperfected, appraisal rights for such shares under Delaware law) automaticallywill be converted into the right to receive cash in an amount equal to $12.00per share (the "Merger Consideration"), without interest, subject to anyrequired withholding of taxes; and (ii) each outstanding unexercised, vested orunvested option or unvested restricted stock award outstanding immediately priorto the Effective Time will be converted into the right to receive cash (withoutinterest, subject to any required withholding of taxes) (a) in the case ofoptions, in an amount equal to the product of the excess, if any, of the MergerConsideration over the exercise price of such option, multiplied by the numberof shares of common stock issuable upon the exercise of the option or (b) in thecase of unvested restricted stock awards, in amount equal to the product of theMerger Consideration multiplied by the number of shares subject to therestricted stock award.

The completion of the Proposed Merger is subject to closing conditions,including: (i) the approval of the Merger Agreement by the Company'sstockholders (the "Stockholder Approval"); (ii) the absence of any laws or courtorders making the Proposed Merger illegal or otherwise prohibiting the ProposedMerger; (iii) other customary closing conditions, including the accuracy of therepresentations and warranties of each party (subject to certain materialityexceptions) and material compliance by each party with its covenants under theMerger Agreement; and (iv) the closing of a debt financing by Parent, a portionof the proceeds of which will fund Parent's obligation to pay the MergerConsideration.

Parent has entered into debt commitment letters providing for (i) an asset-basedcredit facility and (ii) a term loan, a portion of the proceeds of which willfund Parent's obligation to pay the Merger Consideration at the closing of theProposed Merger. The obligations of the lenders under the debt commitmentletters are subject to a number of conditions, including the receipt of executedloan documentation, accuracy of certain specified representations andwarranties, and certain pro forma financial conditions.

The Merger Agreement contains representations and warranties customary fortransactions of this type. The Company has agreed to various customary covenantsand agreements, including, among others, (i) agreements to use commerciallyreasonable efforts to conduct its and its subsidiaries' businesses in theordinary course of business during the period between the date of the MergerAgreement and the Effective Time and not to engage in certain kinds oftransactions during this period; and (ii) to call a meeting of its stockholdersto adopt the Merger Agreement.

The Company has also agreed not to (i) solicit proposals relating to alternativetransactions; or (ii) participate in any discussions or negotiations regarding,or furnish any non-public information relating to the Company in connectionwith, any proposal for an alternative transaction, subject to certain exceptionsto permit the Board of Directors to comply with its fiduciary duties.Notwithstanding these "no-shop" restrictions, prior to obtaining the Stockholder. . .

Item 2.02. Results of Operations and Financial Condition.

On March 16, 2022, the Company announced its financial results for the fourthfiscal quarter and full year ended January 1, 2022. The full text of the pressrelease issued in connection with the announcement is attached herewith asExhibit 99.1.

The information in this Item 2.02 and exhibit 99.1 attached hereto shall not bedeemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934(the "Exchange Act") or otherwise subject to the liabilities of that section,nor shall it be deemed incorporated by reference in any filing under theSecurities Act of 1933 (the "Securities Act") or the Exchange Act, except asexpressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In connection with the entry into the Merger Agreement, on March 16, 2022, theBoard of Directors approved, and the Company entered into, the fourth amendment(the "Amendment") to the existing engagement letter between the Company andRiveron RTS, LLC ("Riveron"), originally dated December 9, 2019 and furtheramended on February 28, 2020, November 30, 2020 and January 3, 2022 (the"Engagement Letter"). The Amendment provides that if the Company consummates atransaction constituting a "Change in Control" (as defined in the Company'sAmended and Restated Change in Control Plan (the "Change in Control Plan")) (a"Sale Transaction"), the Company shall pay Riveron a success fee, payable at theclosing of the Sale Transaction, based upon the per share consideration receivedby holders of the Company's common stock in the Sale Transaction, which would beapproximately $258,120 based on the Merger Consideration.

As previously disclosed, neither Stuart Noyes, the Company's CEO and a member ofthe Company Board, nor Bruce Meier, the Company's Interim CFO, will receive anycompensation from the Company for their services, rather, the Companycompensates Riveron in accordance with the Engagement Letter, as amended.

The foregoing description of the Amendment does not purport to be complete andis qualified in its entirety by reference to the full text of the Amendment,which is filed herewith as Exhibit 10.3 and is incorporated herein by thisreference.

Item 7.01. Regulation FD Disclosure.

On March 16, 2022, the Company and Parent issued a joint press releaseannouncing the transactions contemplated by the Merger Agreement. The full textof the press release issued in connection with the announcement is attachedherewith as Exhibit 99.2.

The information in this Item 7.01 and exhibit 99.2 attached hereto shall not bedeemed "filed" for purposes of Section 18 of the Exchange Act or otherwisesubject to the liabilities of that section, nor shall it be deemed incorporatedby reference in any filing under the Securities Act or the Exchange Act, exceptas expressly set forth by specific reference in such a filing.

On February 9, 2022, the Board of Directors approved an amended and restatedchange in control plan to extend the term of the existing plan to February 9,2024.

The foregoing description of the amended and restated change in control Plandoes not purport to be complete and is qualified in its entirety by reference tothe full text of the amended and restated change in control plan, which is filedherewith as Exhibit 10.4 and is incorporated herein by this reference.

Additional Information about the Proposed Merger and Where to Find It

In connection with the Proposed Merger, the Company will prepare and filerelevant materials with the Securities and Exchange Commission (the "SEC"),including a proxy statement on Schedule 14A and a proxy card, to be mailed toCompany stockholders entitled to vote at the special meeting relating to theProposed Merger. This communication is not intended to be, and is not, asubstitute for the proxy statement or any other document that the Company mayfile with the SEC in connection with the Proposed Merger. INVESTORS ANDSTOCKHOLDERS ARE URGED TO CAREFULLY READ THE PROXY STATEMENT (INCLUDING ANYAMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS INCORPORATED BY REFERENCETHEREIN) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED MERGERTHAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEYWILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE PROPOSED MERGER.The definitive proxy statement, the preliminary proxy statement, and otherrelevant materials in connection with the transaction (when they becomeavailable) and any other documents filed or furnished by the Company with theSEC, may be obtained free of charge at the SEC's website (www.sec.gov). Inaddition, copies of the proxy statement and other relevant materials anddocuments filed by the Company with the SEC will also be available free ofcharge on the Investor Relations page of the Company's website located athttps://www.sumrbrands.com.

Participants in the Solicitation of Company Stockholders

The Company, Kids2, Inc. and their respective directors and executive officers,management and employees may be deemed to be participants in the solicitation ofproxies from the Company's stockholders in connection with the Proposed Merger.Information about the Company's directors and executive officers and theirownership of Company common stock is set forth in its definitive proxy statementfor its 2021 annual meeting of shareholders filed with the SEC on April 16,2021. To the extent that holdings of the Company's securities have changed sincethe amounts reflected in the Company's proxy statement, such changes have beenor will be reflected on Statements of Change in Ownership on Form 4 filed withthe SEC. Additional information regarding the participants in the solicitationand their interests in the Proposed Merger will be included in the proxystatement and other materials relating to the Proposed Merger when they arefiled with the SEC. These documents may be obtained free of charge at the SEC'sweb site at http://www.sec.gov and on the Investor Relations page of the Company'swebsite located at https://www.sumrbrands.com.

Cautionary Note Regarding Forward-Looking Statements

This Form 8-K contains (and oral communications made by us may contain)"forward-looking statements" within the meaning of Section 27A of the SecuritiesAct and Section 21E of the Exchange Act. Forward-looking statements can beidentified by words such as "anticipate," "believe," "estimate," "expect,""intend," "plan," "predict," "project," "target," "future," "seek," "likely,""strategy," "may," "should," "will," and similar references to future periodsand include statements regarding the proposed merger with Kids2, includingstatements relating to the Proposed Merger.

Forward-looking statements are neither historical facts nor assurances of futureperformance. Instead, they are based only on our current beliefs, expectations,and assumptions regarding the future of our business, future plans andstrategies, projections, anticipated events and trends, the economy, and otherfuture conditions. Because forward-looking statements relate to the future, theyare subject to inherent uncertainties, risks, and changes in circumstances thatare difficult to predict and many of which are outside of our control. TheCompany's actual results may differ materially from those indicated in theforward-looking statements. Therefore, you should not rely on any of theseforward-looking statements. Important factors that could cause our actualresults to differ materially from those indicated in the forward-lookingstatements include, among others, risks related to disruption of management'sattention from ongoing business operations due to the Proposed Merger; the riskthat one or more closing conditions to the transaction may not be satisfied orwaived, on a timely basis or otherwise; the risk that the transaction does notclose when anticipated, or at all; the occurrence of any event, change or othercircumstances that could give rise to the termination of the merger agreement;potential adverse reactions or changes to employee or business relationshipsresulting from the announcement or completion of the proposed merger; the riskof litigation or legal proceedings related to the Proposed Merger; unexpectedcosts, charges or expenses resulting from the Proposed Merger; and other factorsdiscussed in the "Risk Factors" section of the Company's most recent AnnualReport on Form 10-K, and the Company's subsequent Quarterly Reports on Form 10-Qand in other filings the Company makes with the SEC from time to time. Allinformation provided in this release is as of the date hereof and the Companyundertakes no duty to update this information except as required by law.

Item 9.01. Financial Statements and Exhibits.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Schedules omitted pursuant to Item 601(b)(2) of Regulation S-K.

** Portions of this exhibit have been omitted for confidential treatment pursuant

to Regulation K, Item 601(b)(10).

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SUMMER INFANT, INC. : Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Change in Directors or Principal...