GDMK Global Diversified Marketing Group Inc (PK)

 

 

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): July 31, 2023

 

NETBRANDS CORP.

(Exact name of registrant as specified in its charter)

 

Delaware		000-55889		82-3707673
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

4042 Austin Boulevard, Suite B

Island Park, New York 11558

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (800) 550-5996

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

 

☐	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
None		N/A		N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities 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 8.01 Other Events

 

As previously reported on a Current Report on Form 8-K, dated April 4, 2023, on March 29, 2023, NetBrands Corp., a Delaware corporation (the “Company”), filed an Amendment to its Certificate of Incorporation with the Delaware Secretary of State, changing the Company’s name from “Global Diversified Marketing Group Inc.” to “NetBrands Corp.” (the “Name Change”).

 

On July 28, 2023, the Financial Industry Regulatory Authority, Inc. (“FINRA”) notified the Company that the Name Change, and the corresponding new trading symbol “NBND,” would take effect on the OTC Pink marketplace of OTC Markets, Inc. (the “Pink Marketplace”) at the start of business on July 31, 2023. On July 31, 2023, the Company’s common stock began trading on the Pink Marketplace under the New Name and its new trading symbol “NBND.”

 

On July 31, 2023, the Company issued a press release with respect to the effectiveness of the Name Change and its new trading symbol on the Pink Marketplace, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.		Description
99.1		Press Release, dated July 31, 2023
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: July 31, 2023
	NETBRANDS CORP.
	By:	/s/ Paul Adler
	Name:	Paul Adler
	Title:	President

 

 

 

Exhibit 99.1

 

 

Global Diversified Marketing Group Announces Rebranding, Changes Name to NetBrands Corp.

 

Global Diversified Marketing Group Rebrands to NetBrands Corp. with Planned Emphasis on Expanding Business Online

 

ISLAND PARK, N.Y., July 31, 2023 (GLOBE NEWSWIRE) — Global Diversified Marketing Group Inc., a Delaware corporation (OTC: GDMK) (the “Company”), announced today that the Company has changed its corporate name to NetBrands Corp. The Company’s new name reflects its plan to shift its business mix and continue to expand its digital footprint. This new brand identity embodies the organization’s renewed sense of purpose to expand its digital identity to capitalize on the continued growth in online sales in the United States and around the world.

 

The Company operates as a global diversified holdings company through several divisions. One of its divisions markets and sells multi-line consumer packaged goods (“CPG”) with branded product lines on a global basis. Another division acquires e-commerce assets as well as private businesses in various verticals and scales them up. As of now, brick-and-mortar stores contribute 90% of the Company’s total sales volume, with the remaining 10% coming from e-commerce.

 

Following the rebranding, the Company plans to accelerate the implementation of its new business model to increase its digital business percentage to 90%. Under the anticipated new model, the Company’s brick-and-mortar accounts will continue to expand, but will contribute only 10% of the organization’s business volume as the focus on e-commerce continues to grow through a stronger push to penetrate online channels. The Company began this transition in 2022 by building new online presence and acquiring certain e-commerce assets. In addition, the Company recently started selling its popular Nutraceutical Ezlyv gummy supplement line via Amazon.

 

In connection with the rebranding, the Company had filed an amendment to its Certificate of Incorporation with the Delaware Secretary of State to change its name to NetBrands Corp., which became effective as of March 29^th, 2023. Additionally, the Company filed with FINRA a notification of the name change, and a voluntary request for a change of its trading symbol on the OTC Markets to “NBND”. On July 31^st, 2023, FINRA approved the Company’s previously-announced decisions to change its name and ticker symbol, which became effective in the market as of July 31^st, 2023.

 

 

No action is needed from current stockholders. The Company’s common stock will continue to be traded on OTC Markets and CUSIP number will not be changing.

 

“The Company’s rebranding is indicative of an organization on the move. Over the years, we have grown and evolved. Today we may look a little different with our new corporate identity, but our essence remains the same. We hope that this rebranding will enable us to take our brand to all-new heights by leveraging the power of online sales. Most importantly, however, the organization will be powered by the same team, products, and vision,” said the Company’s Chairman and CEO Paul Adler.

 

More about NetBrands Corp. and its diverse range of assets can be found at:

 

www.ezlyv.com

 

www.dolcibono.com

 

www.biscottelli.com

 

www.gdmginc.com

 

www.360worldsnacks.com

 

www.thehulafit.com

 

About NetBrands Corp. (formerly known as Global Diversified Marketing Group)

 

Headquartered in Island Park, NY, - NetBrands Corp. (f/k/a Global Diversified Marketing Group Inc.) operates as a global diversified holdings company through several divisions. One of its divisions markets and sells multi-line consumer packaged goods (“CPG”) with branded product lines on a global basis. Another division acquires ecommerce assets as well as private businesses in various verticals and scales them up.

 

 

Safe Harbor Statement

 

Certain statements in this announcement are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, many of which, by their nature, are inherently uncertain and outside of the Company’s control and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements.

 

These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this news release include, but are not limited to, information concerning the ability of the Company to successfully achieve business objectives, and expectations for other economic, business, and/or competitive factors. Those assumptions and factors are based on information currently available to the Company. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on forward-looking statements and forward-looking information because they involve known and unknown risks, uncertainties, and assumptions that are difficult or impossible to predict and, in some cases, beyond the Company’s control. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the Company’s filings with the Securities and Exchange Commission. The forward-looking information contained in this release is made as of the date hereof and the Company assumes no obligation to update or revise any forward-looking statements or forward-looking information that are incorporated by reference herein, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

 

The foregoing statements expressly qualify any forward-looking information contained herein. All subsequent written and oral forward-looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice.

 

Contact:

 

NetBrands Corp

Paul Adler, Chairman, President & CEO

800-550-5996

paul@gdmginc.com

 

 

 

v3.23.2

Cover	Jul. 31, 2023
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Jul. 31, 2023
Entity File Number	000-55889
Entity Registrant Name	NETBRANDS CORP.
Entity Central Index Key	0001725911
Entity Tax Identification Number	82-3707673
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	4042 Austin Boulevard
Entity Address, Address Line Two	Suite B
Entity Address, City or Town	Island Park
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11558
City Area Code	(800)
Local Phone Number	550-5996
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false

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