Starco Brands, Inc. (STCB): M&A transaction — Starco Brands acquires Skylar Body; issues up to 96.6M shares as consideration

Starco Brands, Inc.

Acquired Skylar Body, Inc. via merger; immediate issuance of 65.7M restricted shares of STCB common stock.
Up to 11.6M additional shares after 18-month indemnification period, plus 19.3M shares contingent on sales metrics.
Non-accredited investors receive $0.17 per share cash in lieu of stock; deal closed Dec 29, 2022.
CEO Ross Sklar effectively controls ~77% voting power under new Voting Agreement.
Stock issuance exempt under Regulation D; registration rights granted after 120-day eligibility period.

item 1.01 item 2.01 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Starco Brands, Inc. completed an acquisition involving Skylar Body, Inc. (closed 2022-12-29).

Action: acquisition
Counterparty: Skylar Body, Inc.
Closing: 2022-12-29

Exact text from the filing

On December 29, 2022 (the " Closing Date "), Starco Brands, Inc. (the " Starco "), through its wholly-owned subsidiary Starco Merger Sub II, Inc. (" First Merger Sub "), completed its acquisition (the " Acquisition ") of Skylar Body, Inc. (" Skylar ") through the merger of First Merger Sub with and into Skylar.

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Starco Brands, Inc. filing history →

Source: SEC EDGAR

accession 0001437749-23-000215

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