M&A - CEA Industries Inc.

Form Type: 8-K

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: New

Accession Number: 000164117225002000

Filing Summary: CEA Industries Inc. filed a Form 8-K on April 1, 2025, reporting its entry into an acquisition agreement to acquire Fat Panda Ltd. The report includes preliminary financial information indicating that Fat Panda generated CAD $38.5 million (USD $28.5 million) in revenue with a gross margin of 39% in fiscal year 2024. Adjusted EBITDA for the same period was CAD $8.4 million (USD $6.2 million), showing growth of over 10% from fiscal year 2023. However, the gross margin declined by 15% compared to the previous fiscal year. The acquisition is expected to be completed in the first half of 2025, contingent upon the satisfaction of customary closing conditions.

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Form Type: 8-K

Filing Date: 2025-02-12

Corporate Action: Acquisition

Type: New

Accession Number: 000149315225006050

Filing Summary: On February 7, 2025, CEA Industries Inc. entered into a purchase agreement to acquire all the equity of a group of Manitoba corporations that own all assets used in the business of Fat Panda Ltd., which specializes in e-cigarettes, vape devices, and related products. The total acquisition price is CAD$18,000,000 (approximately USD$12,600,000), inclusive of cash, stock, and seller loans. Key elements of the deal include the ongoing employment of existing management and staff, non-competition agreements for sellers, and escrow arrangements for parts of the payment. The completion of the acquisition is contingent on several conditions, including satisfactory financial statements, government approvals, and funding arrangements. CEA anticipates finalizing the acquisition in the first half of fiscal year 2025.

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