Tilray Brands Enters New Agreements, Terminates Others

TL;DR

Tilray just signed a new deal and ditched an old one, creating new financial obligations.

AI Summary

On February 21, 2025, Tilray Brands, Inc. entered into a material definitive agreement and simultaneously terminated another. The company also created a direct financial obligation or an obligation under an off-balance sheet arrangement. Specific details regarding the nature of these agreements, the parties involved, and the financial implications were not fully disclosed in this initial filing.

Why It Matters

This filing indicates significant changes in Tilray Brands' contractual and financial obligations, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — The filing indicates new financial obligations and the termination of existing agreements, which introduces uncertainty about the company's financial standing and strategic direction.

Key Players & Entities

• Tilray Brands, Inc. (company) — Registrant
• February 21, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 001-38594 (identifier) — SEC File Number
• 82-4310622 (identifier) — IRS Employer Identification Number

FAQ

From the Filing

0001437749-25-005242.txt : 20250226 0001437749-25-005242.hdr.sgml : 20250226 20250226163430 ACCESSION NUMBER: 0001437749-25-005242 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20250221 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250226 DATE AS OF CHANGE: 20250226 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: 25670717 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 tlry20250226_8k.htm FORM 8-K tlry20220918_8k.htm false 0001731348 0001731348 2025-02-21 2025-02-21 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): February 21, 2025     Tilray Brands, Inc. (Exact name of Registrant as Specified in Its Charter)     Delaware 001-38594 82-4310622 (State or Other Jurisdiction (Commission File (IRS Employer of Incorporation) Number) Identification No.)       265 Talbot Street West ,     Leamington , ON   N8H 5L4 (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 Act:   Title of each class Trading Name of each exchange on which registered   Symbol(s)   Common Stock , $0.0001 par TLRY   value per share   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.   Credit Agreement   On February 21, 2025, Aphria Diamond Inc. (the “Borrower”), a majority-owned subsidiary of Tilray Brands, I