SEC Filing Summary: Reviv3 Procare Company (8-K)
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Reviv3 Procare Company (the "Company") on November 9, 2022, covering events occurring on November 7, 2022. The Company is an emerging growth company incorporated in Delaware. Following an acquisition of certain assets from Axil & Associated Brands Corp. ("Axil") in June 2022, Axil holds a majority of the Company's outstanding common stock.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses on a corporate governance agreement rather than financial performance results.
Material Changes
On November 7, 2022, the Company entered into an amendment to the Voting Agreement originally dated June 16, 2022. The parties to the agreement are the Company, Intrepid Global Advisors, Inc. ("Intrepid"), and Axil. The amendment revises the definition of "New Securities" to alter which securities are exempt from this term within the context of the Voting Agreement.
Management Commentary and Risks
Jeff Toghraie serves as the Chairman and Chief Executive Officer of the Company and is also a managing director of Intrepid, which is a stockholder of both the Company and Axil. The filing notes that the description of the amendment is not complete and refers investors to the full text of the Amendment filed as Exhibit 10.1. No specific guidance, outlook, or unusual financial items were disclosed in this report.
Key Facts for Investor Verification
- Verify the specific definition of "New Securities" in the amended Voting Agreement (Exhibit 10.1) to understand potential dilution or voting rights implications.
- Confirm the current ownership percentage held by Axil & Associated Brands Corp. following the June 2022 asset acquisition.
- Review the relationship between Intrepid Global Advisors, Inc. and the Company's management to assess potential conflicts of interest.
- Note that the Company is classified as an emerging growth company.