Safety Shot, Inc. Files 8-K for Material Agreement
Ticker: BNKK · Form: 8-K · Filed: Apr 5, 2024 · CIK: 1760903
Sentiment: neutral
Topics: material-agreement, equity-sale, 8-k
TL;DR
Safety Shot filed an 8-K for a material agreement and unregistered equity sales.
AI Summary
On April 4, 2024, Safety Shot, Inc. entered into a material definitive agreement related to the sale of unregistered equity securities. The company also made a Regulation FD disclosure and filed financial statements and exhibits.
Why It Matters
This filing indicates significant corporate activity, potentially involving new financing or strategic partnerships that could impact the company's future operations and stock value.
Risk Assessment
Risk Level: medium — The filing involves unregistered equity sales, which can sometimes dilute existing shareholders or signal financial needs.
Key Players & Entities
- Safety Shot, Inc. (company) — Registrant
- April 4, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of Incorporation
FAQ
What type of material definitive agreement was entered into by Safety Shot, Inc. on April 4, 2024?
The filing indicates a material definitive agreement related to unregistered sales of equity securities.
What is the exact name of the registrant?
The exact name of the registrant is Safety Shot, Inc.
In which state was Safety Shot, Inc. incorporated?
Safety Shot, Inc. was incorporated in Delaware.
What is the SEC file number for Safety Shot, Inc.?
The SEC file number for Safety Shot, Inc. is 001-39569.
What is the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is April 4, 2024.
Filing Stats: 742 words · 3 min read · ~2 pages · Grade level 10.3 · Accepted 2024-04-05 11:11:18
Key Financial Figures
- $8.50 — isable for one share of Common Stock at $8.50 per share SHOTW The Nasdaq Stock Ma
- $2.11 — 668 shares (the "Shares") at a price of $2.11 per share which was the closing price o
- $4,975,000 — and the net proceeds were approximately $4,975,000.. Registration Rights Agreement On
Filing Documents
- form8-k.htm (8-K) — 48KB
- ex10-01.htm (EX-10.01) — 266KB
- ex10-02.htm (EX-10.02) — 191KB
- ex99-1.htm (EX-99.1) — 8KB
- ex99-1_001.jpg (GRAPHIC) — 2KB
- 0001493152-24-013274.txt ( ) — 822KB
- jupw-20240404.xsd (EX-101.SCH) — 4KB
- jupw-20240404_def.xml (EX-101.DEF) — 26KB
- jupw-20240404_lab.xml (EX-101.LAB) — 36KB
- jupw-20240404_pre.xml (EX-101.PRE) — 25KB
- form8-k_htm.xml (XML) — 6KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement Securities Purchase Agreement On April 4 , 2024, Safety Shot, Inc.., (the "Company") entered into a Securities Purchase Agreement (the "SPA") with one accredited investor (the "Investor" ) for the purchase of 2,369,668 shares (the "Shares") at a price of $2.11 per share which was the closing price on April 4, 2024. The Shares were priced. on April 4, 2024 at the closing price. The Company's President, Jordan Schur is a 15% owner of the Investor, but is not an officer or director. Other shareholders of the Investor are also members of his immediate family (but not dependents).. The Company paid no commissions in connection with the Offering and the net proceeds were approximately $4,975,000.. Registration Rights Agreement On April 4, 2024, the Company also entered into a Registration Rights Agreement with the Investors (the "Registration Rights Agreement" and together with the SPA the "Agreements"), requiring the Company to register the Shares issued under the SPA. Pursuant to the Registration Rights Agreement, the Company has agreed to file one or more registration statements with the SEC covering the registration of the Shares. The SPA and the Registration Rights Agreement, are filed as Exhibits 10.1, and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The above descriptions of the terms of the Agreements are qualified in their entirety by reference to such exhibits.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities The applicable information related to the Shares issued pursuant to the SPA presented in Item 1.01 of this Current Report is incorporated by reference in this Item 3.02. The Shares will be issued without prior registration in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act, and Rule 506(b) of Regulation D thereunder. Item 7.01 Regulation FD On April 5, 2024, the Company issued a press release. A copy of the press release is attached as Exhibit 99.1 hereto. Item 9.01 Exhibits Exhibit No. Description 10.01 Securities Purchase Agreement dated April 4, 2024 10.02 Registration Rights Agreement 99.1 Press Release dated April 5, 2024 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) SIGNATURE 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. Date: April 5, 2024 SAFETY SHOT, INC. By: /s/ Jarrett Boon Jarrett Boon, Chief Executive Officer