Solo Brands, Inc. (SBDS): M&A transaction — Solo Brands sells TerraFlame business back to original owners, net cash outflow of $2.5M

Solo Brands, Inc.

Sold 100% of TerraFlame subsidiaries' equity to original sellers; retains TerraFlame trademarks and IP.
Entered supply agreement; Buyers will continue producing TerraFlame products for exclusive distribution by Solo Brands.
Net cash payment of $2.5M from Seller to Buyers; included settlement of contingent consideration and termination of employment agreements.
Pro forma: Q1 2025 net loss attributable to Solo Brands improves by $0.2M; FY2024 net loss improves by $0.8M.
TerraFlame acquisition reversed two years after purchase; stock delisted from NYSE, trades OTC under DTCB.

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

Solo Brands, Inc. completed a disposition involving the individuals (the “Buyers”) who originally sold to the Seller the equity interests in such subsidiaries in May 2023 for resulting in a net cash payment from the Seller to the Buyers of $2.5 million (closed 2025-06-12).

Action: disposition
Counterparty: the individuals (the “Buyers”) who originally sold to the Seller the equity interests in such subsidiaries in May 2023
Consideration: resulting in a net cash payment from the Seller to the Buyers of $2.5 million
Closing: 2025-06-12

Exact text from the filing

with the Buyers, and (iii) the Buyers paid consideration for the equity interests of the relevant subsidiaries, resulting in a net cash payment from the Seller to the Buyers of $2.5 million. The agreements and transactions described above are referred to herein, as the “Transaction.” --- EX-99.1 (EX-99.1) --- SOLO BRANDS, INC. UNAUDITED PRO FORMA CONDENSED

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Solo Brands, Inc. filing history →

Source: SEC EDGAR

accession 0001870600-25-000076

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