---
schema_version: "secwatch.filing_event.v1"
accession: "0001870600-25-000076"
form_type: "8-K"
ticker: "SBDS"
cik: "0001870600"
company_name: "Solo Brands, Inc."
filed_at: "2025-06-18T23:59:59+00:00"
generated_at: "2026-05-19T03:29:48.261048+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Solo Brands sells TerraFlame business back to original owners, net cash outflow of $2.5M

## Summary
- 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.

## SEC filing metadata
- accession: 0001870600-25-000076
- form_type: 8-K
- ticker: SBDS
- cik: 0001870600
- company_name: Solo Brands, Inc.
- filed_at: 2025-06-18T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 2.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1870600/000187060025000076/0001870600-25-000076-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1870600/000187060025000076/dtc-20250612.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001870600-25-000076
- JSON: https://secwatch.observer/filing/0001870600-25-000076.json
- Plain text: https://secwatch.observer/filing/0001870600-25-000076.txt

## Key facts
- M&A Transactions
  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
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1870600/000187060025000076/0001870600-25-000076-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.