Business Context and Reporting Period
This Form 8-K was filed by Reviv3 Procare Company (now Axil Brands, Inc.) on February 9, 2024, reporting events occurring between February 9 and February 12, 2024. The filing details a corporate name change, amendments to the Certificate of Incorporation and Bylaws, and the anticipated listing on the NYSE American Stock Exchange.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance changes and listing status rather than financial performance.
Material Changes
- Name Change: The company changed its name from "Reviv3 Procare Company" to "AXIL Brands, Inc." effective February 14, 2024.
- Board Structure: The Board of Directors was restructured into a classified board with three classes (Class I, II, and III) with staggered terms expiring in 2026, 2025, and 2024, respectively.
- Bylaws Authority: The Board was granted explicit authority to make, repeal, alter, amend, or rescind the Company's Bylaws.
- Stock Exchange Listing: The company announced its expected listing on the NYSE American Stock Exchange effective February 14, 2024.
Guidance, Outlook, and Risks
Management indicated an expected listing on the NYSE American on February 14, 2024. The filing includes a cautionary note regarding forward-looking statements, warning that actual results may differ materially due to risks and uncertainties beyond the company's control. No specific financial guidance or operational outlook was provided in this document.
Investor Verification Checklist
- Confirm the effective date of the name change to "AXIL Brands, Inc." (February 14, 2024).
- Verify the successful listing of the company's securities on the NYSE American Stock Exchange.
- Review the attached Certificate of Amendment (Exhibit 3.1) and Bylaws Amendment (Exhibit 3.2) for full legal details.
- Check the composition of the Board of Directors to confirm the assignment of directors to Class I, II, and III.
- Monitor the exchange process for existing stock certificates to reflect the new corporate name.