Tilray Brands Files 8-K with Material Agreements

Ticker: TLRY · Form: 8-K · Filed: 2024-05-17T00:00:00.000Z

Sentiment: neutral

Topics: 8-K, material-agreement, financial-statements

TL;DR

Tilray Brands filed an 8-K on May 17th, reporting material agreements and financial exhibits.

AI Summary

On May 17, 2024, Tilray Brands, Inc. filed an 8-K report. The filing indicates a material definitive agreement and includes financial statements and exhibits. The company, formerly known as Tilray, Inc., is incorporated in Delaware and headquartered in Leamington, Ontario, Canada.

Why It Matters

This filing signals significant business developments or contractual changes for Tilray Brands, Inc., which could impact its financial performance and strategic direction.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (8-K) that primarily reports on material agreements and financial statements, not a direct announcement of significant financial distress or major strategic shifts.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing for Tilray Brands, Inc.?

The primary purpose of this 8-K filing is to report the entry into a material definitive agreement and to include financial statements and exhibits.

When was this 8-K report filed by Tilray Brands, Inc.?

This 8-K report was filed on May 17, 2024.

What was Tilray Brands, Inc.'s former name?

Tilray Brands, Inc.'s former name was Tilray, Inc.

In which state is Tilray Brands, Inc. incorporated?

Tilray Brands, Inc. is incorporated in Delaware.

Where are Tilray Brands, Inc.'s principal executive offices located?

Tilray Brands, Inc.'s principal executive offices are located at 265 Talbot Street West, Leamington, Ontario, Canada.

From the Filing

0001140361-24-026595.txt : 20240517 0001140361-24-026595.hdr.sgml : 20240517 20240517080018 ACCESSION NUMBER: 0001140361-24-026595 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 18 CONFORMED PERIOD OF REPORT: 20240517 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240517 DATE AS OF CHANGE: 20240517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tilray Brands, Inc. CENTRAL INDEX KEY: 0001731348 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 824310622 FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38594 FILM NUMBER: 24957728 BUSINESS ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 BUSINESS PHONE: 519.322.8800 MAIL ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 FORMER COMPANY: FORMER CONFORMED NAME: Tilray, Inc. DATE OF NAME CHANGE: 20180213 8-K 1 ny20029327x2_8k.htm FORM 8-K false 0001731348 NASDAQ 0001731348 2024-05-17 2024-05-17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2024 Tilray Brands, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38594 82-4310622 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 265 Talbot Street West , Leamington , Ontario , Canada N8H 4H3 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: ( 844 ) 845-7291 Not applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Exchange Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.0001 par value per share   TLRY   The NASDAQ Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 1.01 Entry into a Material Definitive Agreement. On May 17, 2024 , Tilray Brands, Inc. (the “ Company ” or “ Tilray ”) entered into an equity distribution agreement (the “ Equity Distribution Agreement ”) with TD Securities (USA) LLC and Jefferies LLC (each, an “ Agent ” and together, the “Agents”), pursuant to which the Company may offer and sell shares of the Company’s common stock, par value US$0.0001 per share (the “ Common Stock ”), having an aggregate offering price of up to $250,000,000 from time to time through the Agents, acting as sales agents, or directly to the Agents, acting as principals. Sales of the Common Stock, if any, under the Equity Distributi

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