Kaival Brands Enters Material Definitive Agreement

TL;DR

Kaival Brands signed a big deal, filing an 8-K with new agreements and financials.

AI Summary

Kaival Brands Innovations Group, Inc. announced on June 21, 2024, that it entered into a material definitive agreement. The company also reported other events and filed financial statements and exhibits as part of this 8-K filing. Specific details of the agreement and financial information were not provided in the excerpt.

Why It Matters

This filing indicates a significant new agreement for Kaival Brands, which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new risks and opportunities, making the immediate impact uncertain.

Key Players & Entities

• Kaival Brands Innovations Group, Inc. (company) — Registrant
• June 21, 2024 (date) — Date of earliest event reported
• 001-40641 (company) — Commission File Number
• 83-3492907 (company) — I.R.S. Employer Identification No.
• 4460 Old Dixie Highway (company) — Address of principal executive office
• Grant-Valkaria (company) — City of principal executive office
• Florida (company) — State of principal executive office
• 32949 (company) — Zip code of principal executive office
• (833) 452-4825 (company) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share KAVL The Nasdaq Stock Marke
• $5,393,250 — he purchase and sale of an aggregate of $5,393,250 of the Company's securities consisting
• $1.53 — Units were sold at a purchase price of $1.53 per Unit and the Pre-funded Units were
• $1.529 — Units were sold at a purchase price of $1.529 per Unit. The sale of the Units to the
• $5,999,895, b — ny from the Offering were approximately $5,999,895, before deducting placement agent fees and
• $0.574 — vent shall the Reset Price be less than $0.574 per share (subject to adjustment for re
• $100,000 — or out of pocket expenses not to exceed $100,000. Pursuant to the Placement Agency Agr

Filing Documents

• e5768_8-k.htm (8-K) — 37KB
• e5768_ex1-1.htm (EX-1.1) — 94KB
• e5768_ex4-1.htm (EX-4.1) — 103KB
• e5768_ex4-2.htm (EX-4.2) — 101KB
• e5768_ex10-1.htm (EX-10.1) — 220KB
• e5768_ex99-1.htm (EX-99.1) — 13KB
• 0001731122-24-001018.txt ( ) — 874KB
• kavl-20240621.xsd (EX-101.SCH) — 3KB
• kavl-20240621_lab.xml (EX-101.LAB) — 33KB
• kavl-20240621_pre.xml (EX-101.PRE) — 22KB
• e5768_8-k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 21, 2024, Kaival Brands Innovations Group, Inc. (the "Company"), entered into a securities purchase agreement (the "Purchase Agreement") with the purchasers set forth on the signature page thereto (the "Purchasers) for the purchase and sale of an aggregate of $5,393,250 of the Company's securities consisting of 3,525,000 units (the "Units'). With respect to (i) 1,350,000 of the Units (the "Common Units"), each such Common Unit consisted of one share of the Company's common stock, par value $0.001 per share ("Common Stock") and one and one-half common warrants ("Common Warrants") to purchase one and one-half shares of Common Stock and (ii) the other 2,175,000 Units (the "Pre-funded Units"), each such Pre-funded Unit consisted of a pre-funded warrant ("Pre-funded Warrant") to purchase one share of Common Stock and one and one-half Common Warrants. Pursuant to the Purchase Agreement, the Common Units were sold at a purchase price of $1.53 per Unit and the Pre-funded Units were sold at a purchase price of $1.529 per Unit. The sale of the Units to the Purchasers closed on June 24, 2024 (the "Closing Date"). The Company also sold 396,500 units to additional investors who did not enter into the Purchase Agreement and relied on this Registration Statement (as defined below) in connection with the purchase of the securities under the same terms sold to Purchasers The sale by the Company of securities pursuant to the Purchase Agreement combined with the concurrent sale of securities by the Company outside of the Purchase Agreement is referred to herein as the "Offering." The aggregate gross proceeds to the Company from the Offering were approximately $5,999,895, before deducting placement agent fees and expenses and other transaction costs. The shares of Common Stock, the Common Warrants, the Pre-funded Warrants and the shares of Common Stock issuable upon the exercise of Common Warrants or Pre-funded Warrants w

01 Other Events

Item 8.01 Other Events. On June 24, 2024 the Company issued a press release regarding the Offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit No Exhibit 1.1 Placement Agency Agreement 4.1 Form of Warrant 4.2 Form of Pre-funded Warrant 10.1 Form of Securities Purchase Agreement 99.1 Press release, dated June 24, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. Dated: June 25, 2024 Kaival Brands Innovations Group, Inc. By: /s/ Nirajkumar Patel Nirajkumar Patel Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR