VPR Brands, LP 8-K, filed Mar 15, 2023
VPR Brands, LP. (VPRB)
About this 8-K
VPR Brands, LP filed this 8-K on March 15, 2023, reporting on events of March 10, 2023.
Items reported
- Item 8.01: Other events
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Item 8.01. Other Events.
As previously disclosed, VPR Brands, LLP ( “VPR Brands”) is a party to that certain License Agreement (the “EBL License”), dated January 2, 2023, by and between VPR Brands and Elf Brand LLC (“EBL”). The EBL License was entered into in the ordinary course of business. Pursuant to the terms of the EBL License, VPR Brands granted to EBL (i) the exclusive right to use U.S. trademark 5,486,616 for the mark ELF in International Class 34 for use in connection with electronic cigarette lighters; electronic cigarettes; smokeless cigarette vaporizer pipe, and all additional marks that VPR Brands may obtain, use and notify EBL of from time to time (the “Mark”); (ii) the non-exclusive right to use U.S. patent number 8,205,622 (the “Patent” and together with the Mark, the “Intellectual Property”), in connection with electronic cigarettes, smokeless cigarette vaporizers and related products (the “Licensed Articles”) in the U.S.; and (iii) the right to manufacture, have manufactured for it, market, promote, advertise, use, sell and distribute the Licensed Articles subject to the terms and conditions of the License Agreement (collectively, the “Licensed Rights”).
On March 10, 2023, EBL entered into a Sublicense Agreement (the “EBL Sublicense”) with Elf Group, Inc., an Affiliated Party (as such term is defined in the License Agreement) of EBL (“EGI”), pursuant to which EBL granted a sublicense to the Licensed Rights, including to the exclusion of EBL, to EGI in the U.S. Pursuant to the terms of the EBL Sublicense, EBL agreed to pay to VPR Brands a minimum monthly royalty of $250,000, beginning 90 after March 10, 2023. The minimum monthly payment will be credited toward the monthly royalty. As an Affiliated Party of EBL, EGI is subject to the terms and royalty obligations of EBL under the License Agreement with respect to (and limited only to) the sublicensed products, which is defined in the EBL Sublicense to mean any pre-approved alternative hemp products or other products, initially comprised of Delta 8 – vapes, flower, pre rolls, edibles, shots; Kratom – all of these items; accessories related to these items; and paper products related to these items.
The EBL Sublicense does not affect the terms of the License Agreement, which remains in full force and effect.
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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 hereunto duly authorized.
| Dated: March 15, 2023 | VPR BRANDS, LP | |
| By: | /s/ Kevin Frija | |
| Kevin Frija | ||
| Chief Executive Officer | ||
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