UPEXI, INC. Completes Asset Acquisition
Ticker: UPXI · Form: 8-K · Filed: Aug 5, 2024 · CIK: 1775194
| Field | Detail |
|---|---|
| Company | Upexi, Inc. (UPXI) |
| Form Type | 8-K |
| Filed Date | Aug 5, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $2,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, assets, corporate-action
TL;DR
UPEXI just bought some assets, filing shows. Big moves ahead?
AI Summary
On August 1, 2024, UPEXI, INC. (formerly GROVE, INC.) completed an acquisition of assets. The company, incorporated in Nevada and operating in the medicinal chemicals & botanical products sector, filed its 8-K report on August 5, 2024, detailing this event. The principal executive offices are located in Tampa, Florida.
Why It Matters
This filing indicates a significant corporate action for UPEXI, INC., potentially impacting its business operations, market position, and future financial performance through the integration of acquired assets.
Risk Assessment
Risk Level: medium — Acquisitions inherently carry integration risks, potential financial strain, and uncertainty regarding the realization of expected synergies.
Key Numbers
- 0001775194 — Central Index Key (Unique identifier for UPEXI, INC. with the SEC)
- 001-40535 — SEC File Number (SEC filing number for UPEXI, INC.)
Key Players & Entities
- UPEXI, INC. (company) — Registrant
- GROVE, INC. (company) — Former Company Name
- August 1, 2024 (date) — Date of earliest event reported (Completion of Acquisition)
- August 5, 2024 (date) — Filing Date
- Nevada (jurisdiction) — State of Incorporation
- Tampa, FL (location) — Principal Executive Offices
FAQ
What specific assets were acquired by UPEXI, INC. on August 1, 2024?
The filing indicates the completion of an acquisition or disposition of assets, but the specific details of the assets acquired are not provided in this summary section of the 8-K.
What is the nature of the business for UPEXI, INC.?
UPEXI, INC. is classified under MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833].
When did UPEXI, INC. change its name from GROVE, INC.?
The date of the name change from GROVE, INC. to UPEXI, INC. was April 29, 2019.
Where are UPEXI, INC.'s principal executive offices located?
The principal executive offices of UPEXI, INC. are located at 3030 N. Rocky Point Drive, Suite 420, Tampa, FL 33607.
What is the fiscal year end for UPEXI, INC.?
The fiscal year end for UPEXI, INC. is June 30.
Filing Stats: 713 words · 3 min read · ~2 pages · Grade level 10.8 · Accepted 2024-08-05 17:19:56
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 UPXI NASDAQ Indicate by check mar
- $2,000,000 — e purchase price in the transaction was $2,000,000 paid by the Buyer to the Company at clo
Filing Documents
- upxi_8k.htm (8-K) — 25KB
- upxi_ex101.htm (EX-10.1) — 228KB
- upxi_ex991.htm (EX-99.1) — 11KB
- upxi_ex991img2.jpg (GRAPHIC) — 4KB
- 0001477932-24-004547.txt ( ) — 436KB
- upxi-20240801.xsd (EX-101.SCH) — 6KB
- upxi-20240801_lab.xml (EX-101.LAB) — 15KB
- upxi-20240801_cal.xml (EX-101.CAL) — 1KB
- upxi-20240801_pre.xml (EX-101.PRE) — 9KB
- upxi-20240801_def.xml (EX-101.DEF) — 2KB
- upxi_8k_htm.xml (XML) — 4KB
01 Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets On August 1, 2024, Upexi, Inc. (the "Company") (NASDAQ: UPXI) closed a sale transaction in which, effective as of June 30, 2024, it sold 100% of the outstanding stock of its wholly owned subsidiary E-Core Technology, Inc., a Florida corporation (d/b/a New England Technology, Inc.) ("Neti"), to E-Core Holdings, LLC, a Florida limited liability company (the "Buyer") pursuant to the terms of an Agreement to Unwind Securities Purchase Agreement dated July 31, 2024 (the "Agreement"). The principals of the Buyer are the three individuals from whom the Company acquired Neti in October 2022. The purchase price in the transaction was $2,000,000 paid by the Buyer to the Company at closing. In addition, in connection with the closing of the transaction (i) the Company was released as a guarantor from Neti's commercial loan facility, and (ii) all subordinated promissory notes issued by the Company in connection with the Company's initial acquisition of Neti were cancelled and any outstanding principal and interest thereunder was deemed paid in full. The Agreement contains standard representations and warranties, conditions to closing, and covenants, for a transaction of this nature.
01 Other Events
Item 8.01 Other Events. On August 5, 2024, the Company issued a press release announcing its entry into the Agreement and the closing of the transactions set forth therein, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein. The information in Item 8.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference in any of the Company's filings under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Report in such filing.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits 10.1 Agreement to Unwind Securities Purchase Agreement, dated July 31, 2024. 99.1 Press Release dated August 5, 2024. 104 Cover page Interactive Data File (embedded within the Inline XBRL Document). 2
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. UPEXI, INC. Dated: August 5, 2024 /s/ Andrew Norstrud Andrew Norstrud Chief Financial Officer 3