Scott's Liquid Gold amends Horizon Kinetics merger to include 1-for-20 reverse stock split

Horizon Kinetics Holding Corp

Amends merger agreement to replace share increase with 1-for-20 reverse stock split prior to Delaware conversion.
Merger consideration proportionally adjusted due to reverse split; max consideration unchanged at 31,850,000 shares.
Reverse stock split intended to raise per share trading price; authorized shares remain unchanged.
Requisite Parent Vote now covers approval of conversion, reverse stock split, and name change.
Amendment also modifies application of PCAOB audit standards and effects of conversion.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Horizon Kinetics Holding Corp amended First Amendment to Agreement and Plan of Merger with Horizon Kinetics LLC valued at The First Amendment revises the Merger Agreement to, among other things, replace the Share Increase (effective 2024-05-10).

Action: amendment
Agreement: merger
Counterparty: Horizon Kinetics LLC
Value: The First Amendment revises the Merger Agreement to, among other things, replace the Share Increase
Effective: 2024-05-10

Exact text from the filing

On May 10, 2024, Scott’s Liquid Gold-Inc. (the “Company”), Horizon Kinetics LLC (“Horizon Kinetics”) and HKNY ONE, LLC, a wholly-owned subsidiary of the Company (“Merger Sub”) entered into a First Amendment to Agreement and Plan of Merger (the “First Amendment”).

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Source: SEC EDGAR

accession 0000950170-24-060571

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