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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 17, 2024
EIGHTCO
HOLDINGS INC. |
(Exact
name of registrant as specified in its charter) |
Delaware |
|
001-41033 |
|
87-2755739 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
101
Larry Holmes Drive
Suite
313
Easton,
PA 18042 |
|
34695 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (888) 765-8933
(Former
name or former address, if changed since last report)
Not
Applicable
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
|
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, $0.001 par value |
|
OCTO |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
7.01 Regulation FD Disclosure.
On
April 17, 2024, Eightco Holdings Inc. (the “Company”) issued a press release, attached hereto as Exhibit 99.1, announcing
a product expansion by the Company’s subsidiary, Forever 8 Fund LLC.
In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including
Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by
reference in such a filing. Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K is not intended
to constitute a determination by the Company that the information contained herein, including the exhibits hereto, is material or that
the dissemination of such information is required by Regulation FD.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No. |
|
Description |
99.1 |
|
Press release. |
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: |
April
17, 2024 |
|
|
|
|
|
|
|
|
|
Eightco
Holdings Inc. |
|
|
|
|
|
|
|
|
By: |
/s/
Paul Vassilakos |
|
|
|
Name: |
Paul
Vassilakos |
|
|
|
Title: |
Chief
Executive Officer |
Exhibit
99.1
Eightco
Announces Product Expansion in Forever 8’s Apple Products Business
Easton,
PA, April 17, 2024 (GLOBE NEWSWIRE) – Eightco Holdings Inc. (NASDAQ: OCTO) (the “Company” or “Eightco”),
today announced that its subsidiary, Forever 8 Fund LLC (“Forever 8”), is expanding the products for which it will provide
inventory capital. In addition to operating in the broader e-Commerce market, Forever 8 is already a significant player in the refurbished
smartphone market, providing inventory capital for sellers in the space, largely focused on the Apple iPhone. Due to customer demand,
Forever 8 is now expanding its product offering into other refurbished Apple products including iPads, AirPods, the Apple Watch and the
iPad Pencil.
Paul
Vassilakos, CEO of Eightco and President of Forever 8 said, “Our offering in the refurbished market for Apple products continues
to grow. Given the high pricetag for brand new Apple products, the demand for refurbished products is strong. This is combined with the
inflationary pressure on the cost of living. Further, the increasing appetite for products in the circular economy, helping to reduce
environmental waste, is a continued driver of this market. We are excited to be a contributor and will continue to focus on expanding
our offering in this sector as we see ample room for growth.”
About
Eightco
Eightco
(NASDAQ: OCTO) is committed to growth of its subsidiaries, made up of Forever 8, an inventory capital and management platform for e-commerce
sellers, and Ferguson Containers, Inc., a provider of complete manufacturing and logistical solutions for product and packaging needs,
through strategic management and investment. In addition, the Company is actively seeking new opportunities to add to its portfolio of
technology solutions focused on the e-commerce ecosystem through strategic acquisitions. Through a combination of innovative strategies
and focused execution, Eightco aims to create significant value and growth for its portfolio companies and stockholders.
For
additional information, please visit www.8co.holdings
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements
in this press release other than statements of historical fact could be deemed forward looking. Words such as “plans,” “expects,”
“will,” “anticipates,” “continue,” “expand,” “advance,” “develop”
“believes,” “guidance,” “target,” “may,” “remain,” “project,”
“outlook,” “intend,” “estimate,” “could,” “should,” and other words and terms
of similar meaning and expression are intended to identify forward-looking statements, although not all forward-looking statements contain
such terms. Forward-looking statements are based on management’s current beliefs and assumptions that are subject to risks and
uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking
statement as a result of various factors, including, without limitation: Eightco’s ability to regain and maintain compliance with
the Nasdaq’s continued listing requirements; unexpected costs, charges or expenses that reduce Eightco’s capital resources;
Eightco’s inability to raise adequate capital to fund its business; Eightco’s inability to innovate and attract users for
Eightco’s products; future legislation and rulemaking negatively impacting digital assets; and shifting public and governmental
positions on digital asset mining activity. Given these risks and uncertainties, you are cautioned not to place undue reliance on such
forward-looking statements. For a discussion of other risks and uncertainties, and other important factors, any of which could cause
Eightco’s actual results to differ from those contained in forward-looking statements, see Eightco’s filings with the Securities
and Exchange Commission (the “SEC”), including in its Annual Report on Form 10-K filed with the SEC on April 1, 2024. All
information in this press release is as of the date of the release, and Eightco undertakes no duty to update this information or to publicly
announce the results of any revisions to any of such statements to reflect future events or developments, except as required by law.
For
further information, please contact:
Investor
Relations
investors@8co.holdings
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