Kaival Brands Files 8-K
Ticker: KAVL · Form: 8-K · Filed: Sep 23, 2024 · CIK: 1762239
Sentiment: neutral
Topics: sec-filing, 8-k
TL;DR
Kaival Brands filed a standard 8-K, no major news yet.
AI Summary
Kaival Brands Innovations Group, Inc. filed an 8-K on September 23, 2024, reporting on financial statements and exhibits. The filing does not contain specific financial figures or operational updates in the provided text, but indicates a standard regulatory filing.
Why It Matters
This filing is a routine regulatory disclosure, indicating the company is meeting its reporting obligations with the SEC.
Risk Assessment
Risk Level: low — This is a routine SEC filing with no immediate material news or financial impact disclosed in the provided text.
Key Players & Entities
- Kaival Brands Innovations Group, Inc. (company) — Registrant
- 001-40641 (company) — SEC File Number
- 83-3492907 (company) — IRS Employer Identification No.
- 4460 Old Dixie Highway (company) — Principal Executive Offices Address
- Grant-Valkaria (company) — City
- Florida (company) — State
- 32949 (company) — Zip Code
- (833) 452-4825 (company) — Registrant's telephone number
- Quick Start Holdings, Inc. (company) — Former Company Name
- 20181218 (company) — Date of Name Change
FAQ
What is the primary purpose of this 8-K filing?
The primary purpose of this 8-K filing is to report information under Regulation FD Disclosure and to provide Financial Statements and Exhibits.
What is the filing date of this 8-K report?
The filing date of this 8-K report is September 23, 2024.
What is the principal executive office address for Kaival Brands Innovations Group, Inc.?
The principal executive office address is 4460 Old Dixie Highway, Grant-Valkaria, Florida 32949.
What was the former name of Kaival Brands Innovations Group, Inc.?
The former name of Kaival Brands Innovations Group, Inc. was Quick Start Holdings, Inc.
What is the IRS Employer Identification Number for Kaival Brands Innovations Group, Inc.?
The IRS Employer Identification Number for Kaival Brands Innovations Group, Inc. is 83-3492907.
Filing Stats: 1,728 words · 7 min read · ~6 pages · Grade level 16.5 · Accepted 2024-09-23 09:21:34
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share KAVL The Nasdaq Stock Marke
Filing Documents
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- 0001731122-24-001465.txt ( ) — 34061KB
- kavl-20240923.xsd (EX-101.SCH) — 3KB
- kavl-20240923_lab.xml (EX-101.LAB) — 33KB
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01 Regulation
Item 7.01 Regulation FD Disclosure. On September 23, 2024, Kaival Brands Innovations Group, Inc., a Delaware corporation (the "Company" or "Kaival Brands") entered into a definitive 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 Company, Delta, Pubco, Merger Sub and the Sellers are sometimes referred to herein individually as a "Party" and, collectively, as the "Parties". All of the transactions contemplated by the Merger Agreement are collectively referred to herein as the "Business Combination." On September 23, 2024, Kaival Brands and Delta issued a press release announcing their execution of the Merger Agreement. A copy of the press release is furnished hereto as Exhibit 99.2 and is incorporated herein by reference. On September 23, 2024, Delta provided information in connection with the proposed Business Combination in a presentation (the " Presentation "), which is furnished as Exhibit 99.1 hereto, and incorporated herein by reference. The information in this Item 7.01 and each of Exhibits 99.1 and 99.2 attached hereto will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise amended (the " Securities Act ") or the Exchange Act, except as expressly set forth by specific reference in such filing. Additional Information and Where to Find It In connection with the proposed Business Combination, Pubco, Kaival Brands and Delta plan to file or cause to be filed relevant materials
Forward-Looking Statements
Forward-Looking Statements This Form 8-K, including the exhibits thereto contain certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed Business Combination between Pubco, Kaival Brands and Delta. All statements other than statements of historical facts contained in this Form 8-K, including statements regarding Pubco's, Kaival Brands' or Delta's future results of operations and financial position, Pubco's, Kaival Brands' and Delta's business strategy, prospective costs, timing and likelihood of success, plans and objectives of management for future operations, future results of current and anticipated operations of Pubco, Kaival Brands and Delta, and the expected value of the combined company after the transactions, are forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including, but not limited to, the following risks relating to the proposed Business Combination: the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Kaival Brands' securities; the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreement; the inability to complete the transactions contemplated by the definitive agreement, including due to failure to obtain approval of the shareholders of Kaival Brands or other conditions to closing in the definitive agreement; the inability to obtain or maintain the listing of Pubco ordinary shares on Nasdaq following the business combination; the risk that the transactions contemplated by the Business Combination
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Presentation 99.2 Press Release 104 Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit) 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 thereunto duly authorized. Dated: September 23, 2024 Kaival Brands Innovations Group, Inc. By: /s/ Mark Thoenes Mark Thoenes Chief Executive Officer