Bonk, Inc 8-K, filed Sep 15, 2022
Bonk, Inc. (BNKK)
About this 8-K
Bonk, Inc filed this 8-K on September 15, 2022.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
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Item 7.01 Regulation FD Disclosure.
On September 15, 2022, Jupiter Wellness, Inc. (the “Company”) issued a letter to its shareholders (the “Shareholder Letter”) highlighting the Company’s revenue results for the second quarter of 2022 and certain research and development efforts. A copy of the letter to stockholders is attached hereto as Exhibit 99.1, and is incorporated herein by reference. In addition, the Company issued a press release, attached hereto as Exhibit 99.2, which describes the Shareholder Letter and includes a link to the Shareholder Letter on the Company’s web site.
Copies of the shareholder letter and press release are attached as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference. The information in this Item 7.01 of this Form 8-K, 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 filing of ours under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Form 8-K in such filing.
Cautionary Statements
This filing and attached exhibits includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations and financial performance. We do not undertake any duty to update any forward-looking statement except as required by law.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 99.1 | Shareholder Letter dated September 15, 2022 | |
| 99.2 | Press Release dated September 15, 2022 | |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document) |
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SIGNATURE
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.
Date: September 15, 2022
| JUPITER WELLNESS, INC. | ||
| By: | /s/ Brian John | |
| Brian John | ||
| Chief Executive Officer | ||
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Exhibit 99.1
| FINAL FOR RELEASE |  |
| Contact | |
| Jupiter Wellness, Inc. | |
| 561-244-7100 | |
| investors@jupiterwellness.com | |
| Release Date | |
| 9/15/2022 |
Dear Fellow Shareholders,
I am motivated to write to you today to outline the launch of Jupiter Wellness 2.0 underway. We started as a CBD/sun care company developing products with the potential to protect users from the sun while making them healthier. Those products were founded on science and the belief we could create research-backed solutions to enhance the well-being of our customers. Today we are refocusing our scientific approach on developing products to address a range of conditions, including hair loss, eczema, burns, and sexual wellness. We spent the last year developing, filing for patents, and clinically testing our core products:
| ● | JW-100 - Topical treatment of eczema (in development) | |
| ● | RJ-101 - Topical treatment for female sexual wellness (in development) | |
| ● | Minoxidil Booster - Topical treatment designed to improve Minoxidil efficacy (on the market) | |
| ● | Photocil - Topical treatment for psoriasis and vitiligo (on the market) | |
| ● | JW-300 - Topical treatment of first-degree burns and sun exposure (in development) | |
| ● | NoStingz - Topical protection from jellyfish, sea lice, and UVA/UVB rays (on the market) | |
| ● | JW-400 - Topical treatment of cold sores (in development) |
In August we reported our strongest quarter of earnings to date. In the second quarter of 2022, we posted revenues that surpassed $3 million, a five-fold increase over the same period in 2021. We also substantially reduced our general and administrative expenses over the prior year. Through our continued efforts to drive value to our shareholders in the face of an unforgiving equity market, we executed a share buyback program through which we retired approximately 11% of the shares outstanding, 2,690,354 shares, at an average price of $1.0321 per share.
In clinical trials, our eczema cream was shown to clear or reduce symptoms after just 2 weeks of daily use. Our initial results were so impressive they suggest that JW-100 may potentially prove superior to existing prescription drugs as an OTC treatment with virtually no side effects. Thus, a Phase 3, double-blind placebo-controlled, multi-center trial is underway to directly evaluate the superiority of JW-100 to Eucrisa (an FDA-approved topical drug) for the treatment of mild-to-moderate eczema. Positive results in that clinical trial could lead to an IND filing with the FDA. We have already had a positive Pre-IND meeting with the FDA to determine the development pathway to eventual FDA approval. Alternatively, we have plans to bring the product to market as a skin care system that would not require FDA approval of the CBD component.
RJ-101 was born out of clinical trials designed to establish a topical treatment for the restoration of nipple sensitivity for breast augmentation Patients, in addition to patients who had undergone chemotherapy or lumpectomy surgery following a cancer diagnosis. During those early studies, women reported not only increased sensitivity, but also better sex and increased libido. We plan to initially develop this product for the treatment of nipple neuropathies in breast cancer patients through the filing of an IND.
In addition to expanding our product lines, we continue to grow our contract research (CRO) business through the acquisition of Applied Biology and Ascent Clinical Research assets. Included with these assets are several ongoing contracts with milestone payments for our company fast approaching. In 2021, Applied Biology recognized revenues of approximately $8m with $4m in EBITDA. Ascent Clinical Research assets included ongoing contracts worth $3m in annual revenues which we purchased for 5% royalties on future net revenues generated by the assets.
In the first half of this year, we also built a foundation on which to generate significant revenues through the licensing of our intellectual property (IP). We signed agreements to license our minoxidil booster to Taisho, a $2.6 billion revenue company and Japan’s leading seller of minoxidil products. A $300k up-front payment was initially received to be followed by 3% royalties on future net sales. Taisho plans on launching the product commercially in 2023.
In India, we inked a deal with Cosmofix Technovation Pvt Ltd and Sanpellegrino Cosmetics to license our minoxidil booster and our Photocil products. We received a $20k up-front payment with 10% royalties on future net sales which are also expected to commence in 2023. Additional licensing opportunities for these products are being pursued primarily in overseas markets to avoid cannibalizing our own domestic sales.
To execute our plans and goals we have begun expanding our corporate team in Jupiter, FL. We recently added a senior project manager to oversee our manufacturing processes and improve the efficiency of the entire team. Our marketing and communications teams have also seen recent additions. We hired a new head of marketing and have begun to develop market strategies and go-to-market plans for each upcoming product launch. Lastly, we have added members to our communications team to expand our investor outreach and improve the flow and frequency of communications to the investment world.
As we continue to advance our product development pipeline, I believe we are extremely well positioned to advance Jupiter Wellness forward in our markets.
With numerous milestones ahead of us, I am excited to see Jupiter Wellness achieve its potential. I believe in our mission to enhance the well-being of our customers and increase value for our shareholders.
We thank you for your continued support of Jupiter Wellness.
Sincerely,
Brian
John
Chief Executive Officer, Jupiter Wellness
P.S. We invite interested investors and shareholders to sign up for press releases and industry updates by registering for Email Alerts at https://jupiterwellness.com/email-alerts/ and by following Jupiter Wellness on Twitter and LinkedIn.
Exhibit 99.2
| FINAL FOR RELEASE |  |
| Contact | |
| Jupiter Wellness, Inc. | |
| 561-244-7100 | |
| investors@jupiterwellness.com | |
| Release Date | |
| 9/15/2022 |
Jupiter Wellness Issues Shareholder Letter and Provides Corporate Update
JUPITER, FL / September 15, 2022 – Jupiter Wellness, Inc. (Nasdaq: JUPW), a wellness company focused on hair, skin, and sexual health, announced today that it has published a shareholder letter and company update detailing recent progress and their renewed focus on science-backed product development.
“We have had a great start to the year. We’re coming off a record quarter for revenue and hitting several key milestones for our company,” said Brian John, CEO of Jupiter Wellness. “We are executing a pivot back to our roots and putting a renewed focus on the science that founded this company. We spent the last year developing, patent protecting, and clinically testing our core products. We expanded our CRO business with the acquisitions of Applied Biology. We signed several agreements to license our products, including Taisho a $2.6 billion revenue company and Japan’s leading seller of minoxidil products. Lastly, we are turning our focus now to the development and launch of our eczema and sexual wellness products.”
To read the letter in its entirety, those interested are being directed to the company’s website at https://jupiterwellness.com/category/letters/.
About Jupiter Wellness
Jupiter Wellness is a diversified company supporting health and wellness through the research and development of over-the-counter (OTC) products and intellectual property. The Company’s product pipeline addresses a range of conditions, including hair loss, eczema, burns, and sexual wellness. Revenue is generated through the sales of OTC and consumer products, contract research agreements, and licensing royalties.
Interested investors and shareholders are encouraged to sign up for press releases and industry updates by registering for Email Alerts at https://jupiterwellness.com/email-alerts/ and by following Jupiter Wellness on Twitter and LinkedIn.
Media Contact
Phone:
561-244-7100
Email: media@jupiterwellness.com
Investor Contact
Phone: 561-244-7100
Email: investors@jupiterwellness.com
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Forward-Looking Statements
This communication contains forward-looking statements regarding Jupiter Wellness, including, the anticipated timing of studies and the results and benefits thereof. You can generally identify forward-looking statements by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” or “will,” or the negative thereof or other variations thereon or comparable terminology. These forward-looking statements are based on each of the Company’s current plans, objectives, estimates, expectations, and intentions and inherently involve significant risks and uncertainties, many of which are beyond Jupiter Wellness’ control. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties and other risks and uncertainties affecting Jupiter Wellness, including those described from time to time under the caption “Risk Factors” and elsewhere in Jupiter Wellness’ Securities and Exchange Commission (SEC) filings and reports, including Jupiter Wellness’ Annual Report on Form 10-K for the year ended December 31, 2021, and future filings and reports by Jupiter Wellness. Moreover, other risks and uncertainties of which the combined company is not currently aware may also affect each of the companies’ forward-looking statements and may cause actual results and the timing of events to differ materially from those anticipated. Investors are cautioned that forward-looking statements are not guarantees of future performance. The forward-looking statements made in this communication are made only as of the date hereof or as of the dates indicated in the forward-looking statements and reflect the views stated therein with respect to future events at such dates, even if they are subsequently made available by Jupiter Wellness on its website or otherwise. Jupiter Wellness undertakes no obligation to update or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations, or other circumstances that exist after the date on which the forward-looking statements were made.
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