VPR Brands Files 8-K on Material Definitive Agreement; Details Undisclosed

TL;DR

**VPR Brands signed a big deal, but they're not telling us what it is yet.**

AI Summary

VPR Brands, LP filed an 8-K on January 5, 2024, reporting an event that occurred on January 1, 2024, related to an "Entry into a Material Definitive Agreement." While the filing indicates a significant agreement, it does not disclose the specific details, parties involved, or financial terms of this agreement. This lack of transparency means investors are currently in the dark about the nature and potential impact of this material event, making it difficult to assess its implications for the company's future performance and stock value.

Why It Matters

This filing signals a potentially significant change for VPR Brands, LP, but the absence of details leaves investors unable to evaluate the agreement's financial or operational impact, creating uncertainty.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement but provides no details, creating significant uncertainty and potential for future volatility once information is released.

Analyst Insight

A smart investor would await further disclosures from VPR Brands, LP regarding the specifics of the "Material Definitive Agreement" before making any investment decisions, as the current filing lacks critical information to assess impact.

Key Players & Entities

• VPR Brands, LP (company) — the registrant filing the 8-K
• 0001376231 (company) — Central Index Key (CIK) for VPR Brands, LP
• January 1, 2024 (date) — date of the earliest event reported
• January 5, 2024 (date) — date the 8-K was filed

FAQ

Filing Documents

• ea191186-8k_vprbrands.htm (8-K) — 40KB
• ea191186ex10-1_vprbrands.htm (EX-10.1) — 172KB
• ea191186ex99-1_vprbrands.htm (EX-99.1) — 9KB
• ex10-1_001.jpg (GRAPHIC) — 13KB
• ex10-1_002.jpg (GRAPHIC) — 2KB
• ex10-1_003.jpg (GRAPHIC) — 8KB
• ex10-1_004.jpg (GRAPHIC) — 15KB
• 0001213900-24-001269.txt ( ) — 469KB
• vprb-20240101.xsd (EX-101.SCH) — 3KB
• vprb-20240101_lab.xml (EX-101.LAB) — 33KB
• vprb-20240101_pre.xml (EX-101.PRE) — 22KB
• ea191186-8k_vprbrands_htm.xml (XML) — 3KB

01 Entry into

Item 1.01 Entry into a Material Definitive Agreement. On December 13, 2023, VPR Brands, LP (the "Company") entered into an Exclusive Distribution Agreement (the "Agreement") between the Company and Turning Point Brands Canada (the "Distributor"). Pursuant to the terms of the Agreement, the Company (the "Supplier"), is a manufacturer and produces, or is a wholesaler of HONEYSTICK brand Vape and/or Smoking products (herein referred to as "Products"), and has granted Distributor the exclusive right to sell and distribute such Products according the following terms under the Agreement: Term The Agreement is effective as of January 1, 2024, and continues for a period of 36 consecutive months. The term is based upon the achievement of minimum sales requirements set forth in the Agreement. Should the agreed upon sales requirements not be achieved on a cumulative rolling 12 months basis, intention to withdraw must be provided in writing by Supplier with at least six (6) months cure period to Distributor. Achievement of sales requirements during the Term (cumulatively) will result in automatic extension of the Agreement for two (2) additional years. For such circumstances, both parties shall agree, in writing, to a percentage acceptable in accordance with the sales requirement. Rights Granted/Appointment and Distribution Supplier grants, and shall cause each Supplier Licensor to grant, to Distributor a, royalty-free, fully paid license to use the applicable Licensed Marks in the Territory. Supplier grants Distributor an unlimited license to use Supplier's logo for marketing and sales purposes. This includes granting rights of sublicenses to Distributor and its affiliates and customers. Supplier appoints Distributor as its exclusive distributor to distribute Products in the Territory based on the Terms of the Agreement. Distributor shall purchase the Products only from Supplier. Distributor shall not, without Supplier's prior written consent, make any promises or gua

01. Regulation

Item 7.01. Regulation FD Disclosure. On January 5, 2024, the Company issued a press release announcing that the Company has entered an Exclusive Distribution Agreement with Turning Point Brands Canada, as the Exclusive Master Distributor for VPR Brand's HONEYSTICK products in Canada. The information included in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number Description 10.1 Exclusive Distribution Agreement between the Registrant and Turning Point Brands Canada, dated December 13, 2023. 99.1 Press release issued by the registrant on January 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. Date: January 5, 2024 VPR BRANDS, LP By: /s/ Kevin Frija Kevin Frija Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR