MDWerks, Inc. (MDWK): M&A transaction — MDwerks completes merger with Two Trees Beverage Company; issues 60M shares as consideration

MDWerks, Inc.

Merger closed Dec 8, 2023; Two Trees becomes wholly owned subsidiary of MDwerks.
MDwerks issued 60,000,000 shares of common stock to Two Trees stockholders, representing ~32.4% post-merger ownership.
Two Trees options converted into options to acquire 4,650,685 MDwerks shares at $0.36 per share.
Board expanded to include James P. Cassidy and Edward D. Kratovil from Two Trees.
Amendment corrects typo on cover page and adds omitted post-merger share count.

item 1.01 item 2.01 item 3.02 item 4.01 item 5.02 item 5.06 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

MDWerks, Inc.: Company ceased being a shell company upon closing of a merger (effective 2023-12-08).

Change: shell status
Effective: 2023-12-08

Exact text from the filing

the Company ceased being a shell company on December 8, 2023 as such term is defined in Rule 12b-2 under the Exchange Act.

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

MDWerks, Inc. completed an acquisition involving Two Trees Beverage Company (closed 2023-12-08).

Action: acquisition
Counterparty: Two Trees Beverage Company
Closing: 2023-12-08

Exact text from the filing

On December 8, 2023 (the “Closing Date”), MDwerks, Inc., a Delaware corporation (the “Company”) completed a transaction in which the Company’s wholly owned subsidiary, MD-TT Merger Sub, Inc. (“Merger Sub”), merged with Two Trees Beverage Company, a Delaware corporation (“Two Trees”)

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74 governance changes filed in the last 30 days. Browse all governance changes →

MDWerks, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-23-046220

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