Turning Point Brands Files 8-K Report

TL;DR

TPB filed an 8-K. Check for updates on financials/events.

AI Summary

On February 11, 2025, Turning Point Brands, Inc. (TPB) filed an 8-K report. The filing primarily concerns "Other Events" and "Financial Statements and Exhibits," indicating updates or disclosures related to the company's financial status and business operations. No specific financial figures or significant events were detailed in the provided excerpt.

Why It Matters

This filing signals that Turning Point Brands is providing updated information to the SEC, which could include material events or financial disclosures relevant to investors.

Risk Assessment

Risk Level: low — The provided text is a standard SEC filing notification and does not contain specific financial or operational risks.

Key Numbers

• 001-37763 — SEC File Number (Identifies the company's filing with the SEC.)
• 20250211 — Report Date (Date of the earliest event reported in the 8-K.)

Key Players & Entities

• Turning Point Brands, Inc. (company) — Registrant
• TPB (company) — Trading Symbol
• New York Stock Exchange (company) — Exchange
• North Atlantic Holding Company, Inc. (company) — Former Company Name

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value TPB New York Stock Exchan
• $300.0 million — Initial Purchasers"), to issue and sell $300.0 million aggregate principal amount of its 7.625
• $294.0 million — rom this offering will be approximately $294.0 million after deducting the Initial Purchasers'

Filing Documents

• ef20043320_8k.htm (8-K) — 28KB
• ef20043320_ex99-1.htm (EX-99.1) — 9KB
• image00001.jpg (GRAPHIC) — 8KB
• 0001140361-25-003840.txt ( ) — 183KB
• tpb-20250211.xsd (EX-101.SCH) — 4KB
• tpb-20250211_lab.xml (EX-101.LAB) — 21KB
• tpb-20250211_pre.xml (EX-101.PRE) — 16KB
• ef20043320_8k_htm.xml (XML) — 4KB

01

Item 8.01. Other Events. Purchase Agreement On February 11, 2025, Turning Point Brands, Inc., a Delaware corporation ("TPB" or the "Company"), and each of the Company's wholly-owned domestic restricted subsidiaries that currently guarantee the Company's Senior Secured Notes due 2026 (the "Existing Notes," and such subsidiaries, the "Guarantors") entered into a purchase agreement (the "Purchase Agreement") with Barclays Capital Inc., as the representative (the "Representative") of the several initial purchasers named therein (collectively, the "Initial Purchasers"), to issue and sell $300.0 million aggregate principal amount of its 7.625% Senior Secured Notes due 2032 (the "Notes") to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. The Notes will be the Company's senior secured obligations and will be guaranteed on a senior secured basis by the Guarantors. The Company estimates that the net proceeds from this offering will be approximately $294.0 million after deducting the Initial Purchasers' discounts and commissions and its estimated offering expenses. The Company intends to use the net proceeds from the issuance and sale of the Notes (i) to refinance all of the Existing Notes, (ii) to pay related fees, costs and expenses and (iii) for general corporate purposes. The Purchase Agreement contains customary representations, warranties and covenants by the Company and the Guarantors together with customary closing conditions. Under the terms of the Purchase Agreement, the Company has agreed to indemnify the Initial Purchasers against certain liabilities. On February 11, 2025, the Company issued a press release with respect to the pricing of its offer and sale of the Notes. A copy of this press release is filed as Exhibit 99.1 to this report and incorporat

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: 99.1 Press release of the Company dated February 11, 2025 announcing the pricing of its private offering. 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 hereunto duly authorized. TURNING POINT BRANDS, INC. Date: February 11, 2025 By: /s/ Brittani N. Cushman Name: Brittani N. Cushman Title: Senior Vice President, General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR