Bonk, Inc 8-K, filed Nov 4, 2020
Bonk, Inc. (BNKK)
About this 8-K
Bonk, Inc filed this 8-K on November 4, 2020, reporting on events of November 3, 2020.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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): November 3, 2020
JUPITER WELLNESS, INC.
(Exact name of registrant as specified in charter)
| Delaware | 001-39569 | 83-2455880 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
725 N. Hwy A1A, Suite C-106 Jupiter, FL 33477
(Address of principal executive offices) (Zip Code)
(561) 244-7100
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
| [ ] | 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 Symbol(s) | Name of each exchange on which registered | ||
| Common Stock | JUPW |
The Nasdaq Stock Market LLC (The Nasdaq Capital Market)
| ||
| Warrants, each exercisable for one share of Common Stock at $8.50 per share | JUPWW |
The Nasdaq Stock Market LLC (The Nasdaq Capital 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 mart 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 8.01 Other Events.
On November 3, 2020, Jupiter Wellness, Inc. (the “Company”) completed an initial public offering (“IPO”) of 933,333 units (the “Units”). Each Unit consists of one share of common stock of the Company, par value $0.001 per share (“Common Stock”), and one warrant of the Company (“Warrant”), with each Warrant entitling the holder thereof to purchase one share of Common Stock for $8.50 per share. The Units were sold at a price of $7.50 per Unit, generating gross proceeds to the Company of approximately $7,000,000. The Company granted the underwriters in the IPO a 45-day option to purchase up to 140,000 additional shares of Common Stock and 140,000 Warrants solely to cover over-allotments, if any. Simultaneously with the closing of the IPO, the Company consummated the sale of the additional 140,000 Warrants that were subject to the underwriters’ over-allotment option at $0.01 per Warrant, generating gross proceeds of $1,400.
A registration statement on Form S-1 (File No. 333-239229) (the “Registration Statement”) relating to the IPO was initially filed with the Securities and Exchange Commission (the “SEC”) on June 17, 2020, and was declared effective by the SEC on October 30, 2020.
A copy of the press release announcing the closing of the IPO is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
Exhibits
| Exhibit No. | Description | |
| 99.1 | Press release, dated November 3, 2020 |
| 1 |
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: November 4, 2020
| JUPITER WELLNESS, INC. | ||
| By: | /s/ Brian John | |
| Brian John | ||
| Chief Executive Officer | ||
| 2 |
Jupiter Wellness, Inc. Announces Closing of Initial Public Offering
Tuesday, November 3, 2020 3:15 PM
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Topic:
Company Update
JUPITER, FL / ACCESSWIRE / November 3, 2020 / Jupiter Wellness, Inc. (NASDAQ:JUPW) (the "Company"), a cutting-edge wellness brand dedicated to exploring the multiple therapeutic and medical uses of cannabidiol (CBD) via a multitude of convenient products, today announced the closing of its initial public offering of 933,333 units consisting of one share of common stock and one warrant for gross proceeds of $7,000,000, before deducting offering expenses. Aegis Capital has fully exercised its option to purchase up to 140,000 warrants. The shares and warrants began trading on The Nasdaq Capital Market on October 30, 2020, under the symbols "JUPW" and "JUPWW."
Aegis Capital Corp. acted as the sole book running manager for the offering.
R. F. Lafferty & Co., Inc. acted as Co-Manager.
A registration statement relating to the securities being sold in this offering was declared effective by the Securities and Exchange Commission (the "SEC") on October 30, 2020. The offering is being made only by means of a prospectus. Copies of the final prospectus may be obtained on the SEC's website, www.sec.gov, or by contacting Aegis Capital Corp., Attention: Syndicate Department, 810 7th Avenue, 18th Floor, New York, NY 10019, by email at syndicate@aegiscap.com, or by telephone at (212) 813-1010.
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy these securities, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Jupiter Wellness, Inc.
Jupiter Wellness Inc. (NASDAQ:JUPW) is a cutting-edge wellness company developing a proprietary line of products designed to explore the multiple therapeutic and medical uses of cannabidiol (CBD). It is dedicated to advancing research into the medical and therapeutic uses of CBD for treatment and relief of ultraviolet exposure, psoriasis, eczema, skin aging, and other ailments. The company was formed in 2018 and is headquartered in Jupiter, Florida. For investor relations, please visit Jupiter Wellness Inc. online, or follow the company on Twitter and LinkedIn.
Forward-Looking Statement Disclaimer
This communication contains forward-looking statements (including within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended) concerning the Company, including, but not limited to, the Company's business plans, potential customers, business objectives and other matters. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as "may," "will," "should," "would," "expect," "plan," "believe," "intend," "look forward," and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement. Risks facing the Company are set forth in the Company's filings with the SEC. Except as required by applicable law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.
Investor & Public Relations Team
Phone: 561.406.2469
Email: info@jupiterwellnessinc.com
Web: https://jupiterwellnessinc.com
SOURCE: Jupiter Wellness, Inc.