{"schema_version":"secwatch.filing_event.v1","accession":"0001641172-25-003747","form_type":"8-K","ticker":"ORBS","cik":"0001892492","company_name":"Eightco Holdings Inc.","filed_at":"2025-04-11T23:59:59+00:00","discovered_at":"2026-05-14T18:02:50.390199+00:00","generated_at":"2026-05-23T16:28:30.151374+00:00","sec_items":["2.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Eightco completes sale of Ferguson Containers for cash, $2.5M note, earnout","bullets":["Closed April 7, 2025; purchase price: $557,835 cash, $2.5M seller note at 9.75% interest, monthly payments of $32,692.56 starting May 1, 2025.","Additional earnout consideration up to $250,000 per year based on 2024 and 2025 EBITDA milestones.","Buyer is Reichard Corrugated Products, LLC, controlled by existing Ferguson management.","Sale aligns with Eightco's focus on core Forever 8 inventory capital platform."],"urls":{"canonical":"https://secwatch.observer/filing/0001641172-25-003747","json":"https://secwatch.observer/filing/0001641172-25-003747.json","markdown":"https://secwatch.observer/filing/0001641172-25-003747.md","text":"https://secwatch.observer/filing/0001641172-25-003747.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1892492/000164117225003747/0001641172-25-003747-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1892492/000164117225003747/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-23T16:28:30.151374+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"96943d666202e0120e1a3433e20abc1c8e935d30","claim":"Eightco Holdings Inc. completed a disposition involving Reichard Corrugated Products, LLC for (i) an aggregate of $557,835 in cash, (ii) $2,500,000 issued in the form of a seller note, which note bears interest at the rate of 9.75% per year, payable in e (closed 2025-04-07).","evidence_excerpt":"constituting the business of Ferguson Containers, Inc., the Company’s wholly-owned subsidiary (the “Seller”). The purchase price for the Purchased Assets was (i) an aggregate of $557,835 in cash, (ii) $2,500,000 issued in the form of a seller note, which note bears interest at the rate of 9.75% per year, payable in equal monthly installments of $32,692.56","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892492/000164117225003747/0001641172-25-003747-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"Reichard Corrugated Products, LLC"},{"label":"Consideration","value":"(i) an aggregate of $557,835 in cash, (ii) $2,500,000 issued in the form of a seller note, which note bears interest at the rate of 9.75% per year, payable in e"},{"label":"Closing","value":"2025-04-07"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}