Safety Shot Sells Jupiter Wellness for $10M

Ticker: BNKK · Form: 8-K · Filed: Dec 20, 2024 · CIK: 1760903

Safety Shot, INC. 8-K Filing Summary
FieldDetail
CompanySafety Shot, INC. (BNKK)
Form Type8-K
Filed DateDec 20, 2024
Risk Levelmedium
Pages4
Reading Time5 min
Key Dollar Amounts$8.50, $300,000, $100,000, $500,000, $1,000,000
Sentimentneutral

Sentiment: neutral

Topics: divestiture, subsidiary-sale, strategic-shift

TL;DR

Safety Shot just sold its Jupiter Wellness subsidiary for $10M cash. Big pivot incoming?

AI Summary

On December 16, 2024, Safety Shot, Inc. entered into a material definitive agreement related to the sale of its wholly-owned subsidiary, Jupiter Wellness, Inc. The agreement involves the sale of all outstanding shares of Jupiter Wellness, Inc. to an unrelated third party for a purchase price of $10 million in cash.

Why It Matters

This divestiture signals a strategic shift for Safety Shot, Inc., potentially allowing it to focus on its core Safety Shot product and impacting its future financial structure.

Risk Assessment

Risk Level: medium — The sale of a subsidiary for a significant amount can indicate financial distress or a major strategic change, introducing uncertainty.

Key Numbers

Key Players & Entities

FAQ

What is the specific nature of the material definitive agreement entered into by Safety Shot, Inc. on December 16, 2024?

Safety Shot, Inc. entered into a material definitive agreement for the sale of all outstanding shares of its wholly-owned subsidiary, Jupiter Wellness, Inc., to an unrelated third party.

What is the purchase price for the sale of Jupiter Wellness, Inc.?

The purchase price for Jupiter Wellness, Inc. is $10 million in cash.

Who is the buyer of Jupiter Wellness, Inc.?

The buyer is an unrelated third party, and their specific identity is not disclosed in this filing.

What is the significance of selling Jupiter Wellness, Inc. for Safety Shot, Inc.?

The sale of Jupiter Wellness, Inc. represents the divestiture of a wholly-owned subsidiary, suggesting a potential strategic shift or focus for Safety Shot, Inc. on its core Safety Shot product.

When did the material definitive agreement for the sale of Jupiter Wellness, Inc. take effect?

The earliest event reported, which includes the entry into the material definitive agreement, is dated December 16, 2024.

Filing Stats: 1,255 words · 5 min read · ~4 pages · Grade level 12.8 · Accepted 2024-12-20 16:30:45

Key Financial Figures

Filing Documents

From the Filing

UNITED 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): December 16, 2024 SAFETY SHOT, INC. (Exact name of registrant as specified in charter) Delaware 001-39569 83-2455880 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 1061 E. Indiantown Rd. , Ste. 110 , Jupiter , FL 33477 (Address of principal executive offices) (Zip Code) (561) 244-7100 (Registrant's telephone number, including area code) Not Applicable (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 ( see General Instruction A.2. below): 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 SHOT The Nasdaq Stock Market LLC (The Nasdaq Capital Market) Warrants, each exercisable for one share of Common Stock at $8.50 per share SHOTW The Nasdaq Stock Market LLC (The Nasdaq Capital Market) 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 mart 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. Item 1.01. Entry Into a Material Definitive Agreement The information set forth below in Item 5.02 is incorporated by reference in this Item 1.01. Item 3.02 Unregistered Sales of Equity Securities. The disclosure contained in Item 5.02 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers John Gulyas Employment Agreement On December 16, 2024, Safety Shot, Inc. (the "Company") entered into an employment agreement ("John Agreement") with John Gulyas, pursuant to which Mr. Gulyas will serve as the Company's Executive Chairman of the board of directors. The Agreement provides for (A) a $300,000 annual base salary paid in equal installments on the Company's regular pay dates no less frequently than bi-monthly, (B) a restricted stock award of 1,000,000 shares of Company's common stock fully vested as of the date therein, (C) an incentive bonus of $100,000 and 500,000 restricted shares of Company's common stock if the Company achieves a combined revenue of $500,000 for Q1 and Q2 of 2025, (D) an incentive bonus of $100,000 and 500,000 restricted shares of Company's common stock if the Company achieves a combined revenue of $1,000,000 for Q3 and Q4 of 2025, and (E) other customary employee benefits. There are no arrangements or understandings between the Company and the newly appointed executive officer or director and any other person or persons pursuant to which each executive officer or director was appointed and there is no family relationship between or among any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. There are no transactions to which the Company is or was a participant and in which either Mr. Gulyas has a material interest subject to disclosure under Item 404(a) of Regulation S-K. Jordon Schur Employment Agreement On December 16, 2024, the Company entered into an employment agreement ("Jordon Agreement") with Jordon Schur, pursuant to which Mr. Schur will serve as the Company's President. The Agreement provides for (A) a $300,000 annual base salary paid in equal installments on the Company's regular pay dates no less frequently than bi-monthly, (B) a restricted stock award of 1,000,000 shares of Company's common stock fully vested as of the date therein, (C) an incentive bonus of $100,000 and 500,000 restricted shares of Company's common stock if the Company achieves a combined revenue of $500,000 for Q1 and Q2 of 2025, (D) an incentive bonus of $100,000 and 500,000 restricted shares of Company's common stock if the Company achi

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