Kaival Brands Files 2024 10-K, Reports Financials

TL;DR

Kaival Brands dropped its 2024 10-K. Financials for 2024, 2023, 2022 are in. Check it out.

AI Summary

Kaival Brands Innovations Group, Inc. filed its 2024 10-K report, detailing its fiscal year ending October 31, 2024. The company, formerly Quick Start Holdings, Inc., operates in the non-store retail sector from its Florida headquarters. The filing includes financial data for the fiscal years 2024, 2023, and 2022, with specific figures for common stock, preferred stock series A and B, additional paid-in capital, and retained earnings.

Why It Matters

This 10-K filing provides investors with a comprehensive overview of Kaival Brands' financial performance and position as of October 31, 2024, crucial for evaluating the company's stability and future prospects.

Risk Assessment

Risk Level: medium — The filing is a standard annual report, but the company's specific financial details and market position would determine the overall risk.

Key Numbers

• 2024 — Fiscal Year End (The most recent fiscal year reported in the 10-K.)
• 2023 — Fiscal Year End (The prior fiscal year reported in the 10-K.)
• 2022 — Fiscal Year End (The fiscal year before the prior one reported in the 10-K.)

Key Players & Entities

• Kaival Brands Innovations Group, Inc. (company) — Filer of the 10-K
• Quick Start Holdings, Inc. (company) — Former name of Kaival Brands Innovations Group, Inc.
• 2024-10-31 (date) — Fiscal year end
• 2023-10-31 (date) — Previous fiscal year end
• 2022-10-31 (date) — Fiscal year end prior to that

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share KAVL The Nasdaq Stock Marke
• $4.45 — ased on the closing price per share (or $4.45), of the registrant's common stock as r
• $301 million — nation as having an equity valuation of $301 million. KAVL expects that the holders of our C
• $30,000,000 — to receive an earnout of an additional $30,000,000 in Pubco Ordinary Shares (based on a sh
• $31 million — Shares (based on a share price equal to $31 million divided the number of our outstanding s
• $750,000 — arty a termination fee in the amount of $750,000 plus disbursements of all documented, o
• $250,000 — ocumented, out-of-pocket expenses up to $250,000. In addition, if we or Delta terminate
• $1.3 million — third party, then a termination fee of $1.3 million plus reasonable expenses up to $1 milli
• $1 million — million plus reasonable expenses up to $1 million shall be payable by us to Delta. The f

Filing Documents

• e6298_10k.htm (10-K) — 1543KB
• e6298_ex4-1.htm (EX-4.1) — 19KB
• e6298_ex10-22.htm (EX-10.22) — 16KB
• e6298_ex10-23.htm (EX-10.23) — 9KB
• e6298_ex19-1.htm (EX-19.1) — 92KB
• e6298_ex21-1.htm (EX-21.1) — 3KB
• e6298_ex23-1.htm (EX-23.1) — 4KB
• e6298_ex31-1.htm (EX-31.1) — 9KB
• e6298_ex31-2.htm (EX-31.2) — 9KB
• e6298_ex32-1.htm (EX-32.1) — 6KB
• e6298_ex32-2.htm (EX-32.2) — 6KB
• e6298_ex97-1.htm (EX-97.1) — 19KB
• 0001731122-25-000185.txt ( ) — 6847KB
• kavl-20241031.xsd (EX-101.SCH) — 51KB
• kavl-20241031_cal.xml (EX-101.CAL) — 51KB
• kavl-20241031_def.xml (EX-101.DEF) — 190KB
• kavl-20241031_lab.xml (EX-101.LAB) — 400KB
• kavl-20241031_pre.xml (EX-101.PRE) — 329KB
• e6298_10k_htm.xml (XML) — 935KB

Business

Business 1 Item 1A

Risk Factors

Risk Factors 16 Item 1B Unresolved Staff Comments 34 Item 2

Properties

Properties 35 Item 3

Legal Proceedings

Legal Proceedings 35 Item 4 Mine Safety Disclosures 35 PART II 36 Item 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 36 Item 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 37 Item 7A

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 44 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 45 Item 9A

Controls and Procedures

Controls and Procedures 45 Item 9B Other Information 46 Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 46 PART III 46 Item 10 Directors, Executive Officers and Corporate Governance 46 Item 11

Executive Compensation

Executive Compensation 52 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 55 Item 13 Certain Relationships and Related Transactions, and Director Independence 58 Item 14 Principal Accounting Fees and Services 59 PART IV 59 Item 15 Exhibits, Financial Statement Schedules 59 Item 16 Form 10-K Summary 63

Signatures

Signatures 64 -i- CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Certain statements and information included in this Annual Report on Form 10-K for the year ended October 31, 2024 (this "Report") contain or may contain "forward-looking 21 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. We generally use the words "may," "should," "believe," "expect," "intend," "plan," "anticipate," "likely," "estimate," "potential," "continue," "will," and similar expressions to identify forward-looking statements. Forward-looking statements are not statements of historical facts, but rather reflect our current expectations concerning future events and results, including, without limitation, statements related to: the Merger and Share Exchange Agreement (the "Merger Agreement") with Delta Corp Holdings Limited, a company incorporated in England and Wales (together with its successors and assigns, "Delta"), Delta Corp Holdings Limited, a Cayman Islands exempted company ("Pubco"), KAVL Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Pubco ("Merger Sub") and Delta Corp Cayman Limited (the "Sellers"), the closing of the transactions contemplated by the Merger Agreement and upon the closing of such transactions, the conduct of our continuing operations by our new management appointed by Pubco; our substantial reliance on, and efforts to diversify our business from, the business of our affiliate Bidi Vapor, LLC ("Bidi"); our inability to import and sell the Bidi Stick due to a patent infringement claim filed by R.J. Reynolds Vapor Company, R.J. Reynolds Tobacco Company, and RAI Services Company with the; International Trade Commission (the "ITC") against Bidi, us, and forty (40) other respondents (the "ITC Complaint") and the ongoing investig

Forward-looking statements, including those concerning

Forward-looking statements, including those concerning our expectations, involve significant risks, uncertainties and other factors, some of which are beyond our control, which may cause our actual results, performance, or achievements, or industry results to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. See the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operation" sections contained in this Report for a listing of some of the factors that could cause the results anticipated by our forward-looking statements to differ from actual future results. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report. -ii- PART I

Business

Item 1. Business. As used in this Report, the terms "we," "us," "our," the "Company," and "Kaival" refer to Kaival Brands Innovations Group, Inc., a Delaware corporation, unless otherwise indicated. The term "Common Stock" means our common stock, par value $0.001 per share. Unless the context specifically requires otherwise, all historical share and per-share amounts reflected in our consolidated financial statements and other financial information contained in this Report are presented to reflect a 1-for-21 reverse stock split of our Common Stock which became effective for legal and accounting purposes on January 22, 2024 as if such split occurred as of the earliest period presented. Overview We are engaged in the sale, marketing and distribution of electronic nicotine delivery system ("ENDS") products, also known as "e-cigarettes", in a variety of favors. Until October of 2024, our primary source of revenue has been the Bidi Stick as we sold our inventory on hand. However, on June 11, 2024, RAI Strategic Holdings, Inc., R.J. Reynolds Vapor Company, R.J. Reynolds Tobacco Company, and RAI Services Company (collectively, the "RJ Reynolds Entities") filed a patent infringement complaint with the International Trade Commission (the "ITC") against Bidi, us, and forty (40) other respondents (the "ITC Complaint") pursuant to Section 337 of the Tariff Act of 1930, as amended. Specifically, the ITC Complaint alleges that one or more components or elements of the Bidi Stick infringe U.S. Patent No. 11,925,202, which is owned by one of the RJ Reynolds Entities. The ITC Complaint requests the ITC grant: (a) temporary and permanent limited exclusion orders pursuant to Section 337(e) of the Tariff Act of 1930, as amended, which would prohibit the importation of the Bidi Stick in the United States; and (b) issue temporary and permanent cease and desist orders pursuant to 337(f) of the Tariff Act of 1930, as amended, which would prohibit the sale and distribution of the Bi

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