Jeffs' Brands Ltd. Merges Subsidiary with Impact Acquisitions Corp.
Ticker: JFBRW · Form: 6-K · Filed: Feb 11, 2025 · CIK: 1885408
Sentiment: neutral
Topics: merger, acquisition, subsidiary
Related Tickers: TPV.V
TL;DR
Jeffs' Brands merging subsidiary Fort Products with TSX-listed Impact Acquisitions Corp.
AI Summary
On February 6, 2025, Jeffs' Brands Ltd. entered into a share purchase agreement with Impact Acquisitions Corp. for its subsidiary, Fort Products Limited, to merge. This transaction involves Impact Acquisitions Corp., a capital pool company listed on the TSX Venture Exchange.
Why It Matters
This merger could signal a strategic move by Jeffs' Brands to expand its market reach or access new capital through its subsidiary, Fort Products Limited.
Risk Assessment
Risk Level: medium — The filing indicates a merger with a capital pool company, which can involve inherent risks and uncertainties related to the transaction's completion and future performance.
Key Players & Entities
- Jeffs' Brands Ltd. (company) — Registrant and party to the agreement
- Impact Acquisitions Corp. (company) — Counterparty to the share purchase agreement
- Fort Products Limited (company) — Wholly owned subsidiary of Jeffs' Brands Ltd. involved in the merger
- February 6, 2025 (date) — Date of the share purchase agreement
FAQ
What is the primary purpose of the share purchase agreement between Jeffs' Brands Ltd. and Impact Acquisitions Corp.?
The agreement outlines the terms and conditions for Fort Products Limited, a subsidiary of Jeffs' Brands Ltd., to merge with Impact Acquisitions Corp.
Which subsidiary of Jeffs' Brands Ltd. is involved in this transaction?
Fort Products Limited, a wholly owned subsidiary of Jeffs' Brands Ltd. incorporated under the laws of England and Wales, is involved in the merger.
What type of company is Impact Acquisitions Corp.?
Impact Acquisitions Corp. is described as a capital pool company listed on the TSX Venture Exchange.
On what date was the share purchase agreement entered into?
The share purchase agreement was entered into on February 6, 2025.
Under which exchange is Impact Acquisitions Corp. listed?
Impact Acquisitions Corp. is listed on the TSX Venture Exchange.
Filing Stats: 1,410 words · 6 min read · ~5 pages · Grade level 15 · Accepted 2025-02-11 07:33:37
Key Financial Figures
- $3.3 million — mately CAD 4.8 million (approximately US$3.3 million) (considering its cash position of at l
- $486,330 — f at least CAD 700,000 (approximately US$486,330), after transaction costs) and a total
- $11.9 million — ately CAD 17.1 million (approximately US$11.9 million). Pursuant to the Agreement, upon the
- $8,000,000 — nd/or debt financing, an aggregate of US$8,000,000 or more; and (iii) 22,000,000 common sh
- $15,000,000 b — hing annual revenues of a minimum of US $15,000,000 by December 31, 2028, as reflected in Imp
- $9.7 million — t least CAD 14 million (approximately US$9.7 million), based on a valuation report to be obt
- $12 Million — , at a Valuation of up to approximately $12 Million", a copy of which is furnished as Exhib
Filing Documents
- ea0230641-6k_jeffs.htm (6-K) — 21KB
- ea023064101ex99-1_jeffs.htm (EX-99.1) — 14KB
- 0001213900-25-011928.txt ( ) — 36KB
Forward-Looking Statements
Forward-Looking Statements This Report of Foreign Private Issuer on Form 6-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act and other securities laws. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words are intended to identify forward-looking statements. For example, the Company is using forward-looking statements when discussing the Proposed Transaction and the timing of its completion, the projected valuations, including those subject to a valuation report to be obtained by the parties, facts, and are based upon management's current expectations, beliefs and projections, many of which, by their nature, are inherently uncertain. Such expectations, beliefs and projections are expressed in good faith. However, there can be no assurance that management's expectations, beliefs or projections will be achieved, and actual results may differ materially from what is expressed in, or indicated by, the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward-looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company's reports filed from time to time with the SEC, including, but not limited to, the risks detailed in the Company's Annual Report on Form 20-F filed on April 1, 2024. Forward-looking statements speak only as of the date the statements are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward-looking infor
SIGNATURES
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, thereunto duly authorized. Jeffs' Brands Ltd Date: February 11, 2025 By: /s/ Ronen Zalayet Ronen Zalayet Chief Financial Officer 4