M&A - CFN Enterprises Inc.
Form Type: 8-K
Filing Date: 2025-07-11
Corporate Action: Acquisition
Type: Update
Accession Number: 000109690625001131
Filing Summary: On July 11, 2025, CFN Enterprises Inc. filed a Form 8-K to report the completion of an acquisition of J Street Capital Partners, LLC. The transaction, initiated with a Securities Purchase Agreement on May 29, 2025, involved acquiring 100% of J Street, an importer and wholesaler of wines and alcoholic beverages. The acquisition closed on July 1, 2025, and was executed through the issuance of 1.5 million shares of common stock to the seller under an exemption of the Securities Act of 1933. Additionally, the document details a reverse stock split where every share of the old common stock will convert into one-tenth of a share of new common stock effective July 11, 2025. The new common stock will begin trading on the OTCQB under the symbol CNFN from July 14, 2025, with a new CUSIP number issued for the new shares. The filing also includes information on amendments to the company's articles of incorporation regarding this reverse stock split and regulatory compliance processes.
Additional details:
Completion Of Acquisition: Acquisition of J Street Capital Partners, LLC completed.
Reverse Stock Split Effective Time: 2025-07-11 17:00:00
Old Common Stock Ratio: 1-for-10
New Common Stock Symbol: CNFN
New Cusip Number: 12529C 308
Form Type: 8-K
Filing Date: 2025-06-04
Corporate Action: Acquisition
Type: New
Accession Number: 000109690625000927
Filing Summary: On June 4, 2025, CFN Enterprises Inc. reported the execution of a Securities Purchase Agreement with J Street Capital Partners, LLC, to acquire 100% of J Street, an importer and wholesaler of wines and alcoholic beverages. The transaction comprises the acquisition of inventory, licenses, intellectual property, and distributor networks. CFN will pay an initial aggregate of 1.5 million shares of its common stock, with additional potential shares based on revenue targets. J Street must meet minimum annual revenues for 2025 and 2026 to potentially earn up to 7.25 million shares based on exceeding a revenue threshold of $30 million. The arrangement includes a lockup period and provisions for working capital support. The purchase agreement details are further outlined in the document, providing crucial terms of the transaction.
Additional details:
Date Of Report: 2025-06-04
Purchase Agreement Date: 2025-05-29
Seller: J Street Capital Partners, LLC
Target Company: J Street
Initial Shares: 1.5 million
Potential Shares: 7.25 million
Revenue Targets: $30 million
Working Capital: $500,000
Lockup Period: 12 months
Leak-out Period: 48 months
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