Jupiter Wellness, Inc. Announces Record Date for Spin-Off and Distribution of Shares Common Stock of SRM Entertainment, Inc. – Re-release
28 Junho 2023 - 9:45AM
Jupiter Wellness, Inc. (Nasdaq: JUPW) (the “Company” or “Jupiter
Wellness”), today announced that the record date for the spin-off
and distribution of shares of common stock, par value $0.0001 per
share, (“SRM Common Stock”), of SRM Entertainment, Inc. (“SRM”),
currently a majority-owned subsidiary of the Company, has been set
for July 7, 2023 (the “Record Date”).
Stockholders of the Company and holders of
certain warrants issued in the Company’s public offering in July
2021 (the “Warrants”) will receive one share SRM Common Stock, for
every 19.35 shares of the Company’s common stock held or underlying
the Warrants as of the Record Date. Fractional shares of SRM Common
Stock will not be distributed. Instead, VStock Transfer, LLC, the
distribution agent, will round down fractional shares of SRM common
stock into whole shares.
The distribution is expected to paid on or about
July 12, 2023, subject to SRM’s Registration Statement on Form S-1
(Filed No. 333-272250), as amended (the “Registration Statement”),
being declared effective by the U.S. Securities and Exchange
Commission (the “SEC”), the approval of the listing of the SRM
Common Stock on the Nasdaq Capital Market (“Nasdaq”) and the
receipt of certain other approvals in connection with the offering.
In the event that such Registration Statement is not declared
effect or the SRM Common Stock is not approved for listing, the
distribution will not be paid on such date and the spin-off
transaction will not occur. The Company anticipates that the SRM
Common Stock will begin trading on Nasdaq on or about July 13,
2023.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any securities and
shall not constitute an offer, solicitation or sale of any security
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to consummation of the spin-off
transaction. The Registration Statement relating to shares of SRM
Common Stock has been filed with the SEC but has not yet become
effective. These shares of SRM Common Stock may not be sold nor may
offers to acquire be accepted prior to the time the Registration
Statement becomes effect. When available, a prospectus may be
obtained from the Company or by visiting the website maintained by
the SEC at www.sec.gov.
About Jupiter Wellness
Jupiter Wellness is a diversified company that
supports health and wellness by researching and developing
over-the-counter (OTC) products and intellectual property. The
Company’s product pipeline addresses a range of conditions,
including hair loss, psoriasis, and vitiligo. Revenue is generated
through the sales of OTC and consumer products and licensing
royalties.
Interested investors and shareholders are
encouraged to sign up for press releases and industry updates by
registering for Email Alerts at
https://jupiterwellness.com/email-alerts/ and by following Jupiter
Wellness on Twitter and LinkedIn.
Forward-Looking Statements
This communication contains forward-looking
statements regarding Jupiter Wellness, including, the anticipated
timing of studies and the results and benefits thereof. You can
generally identify forward-looking statements by the use of
forward-looking terminology such as “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,”
“intend,” “may,” “might,” “plan,” “potential,” “predict,”
“project,” “seek,” “should,” or “will,” or the negative thereof or
other variations thereon or comparable terminology. These
forward-looking statements are based on each of the Company’s
current plans, objectives, estimates, expectations, and intentions
and inherently involve significant risks and uncertainties, many of
which are beyond Jupiter Wellness’ control, including, without
limitation, statements about, among others, our ability to
consummate the spin-off transaction or the distribution. Actual
results and the timing of events could differ materially from those
anticipated in such forward-looking statements as a result of these
risks and uncertainties and other risks and uncertainties affecting
Jupiter Wellness, including those described from time to time under
the caption “Risk Factors” and elsewhere in Jupiter Wellness’ SEC
filings and reports, including Jupiter Wellness’ Annual Report on
Form 10-K for the year ended December 31, 2022, and future filings
and reports by Jupiter Wellness. Moreover, other risks and
uncertainties of which the combined company is not currently aware
may also affect each of the companies’ forward-looking statements
and may cause actual results and the timing of events to differ
materially from those anticipated. Important factors that, in our
view, could cause actual results to differ materially from those
discussed in the forward-looking statements include the expected
benefits and costs of the intended spin-off transaction, the
expected timing of the completion of the spin-off transaction and
the transaction terms. Investors are cautioned that forward-looking
statements are not guarantees of future performance. The
forward-looking statements made in this communication are made only
as of the date hereof or as of the dates indicated in the
forward-looking statements and reflect the views stated therein
with respect to future events at such dates, even if they are
subsequently made available by Jupiter Wellness on its website or
otherwise. Jupiter Wellness undertakes no obligation to update or
supplement any forward-looking statements to reflect actual
results, new information, future events, changes in its
expectations, or other circumstances that exist after the date on
which the forward-looking statements were made.
Media Contact
Phone: 561-244-7100Email:
media@jupiterwellness.com
Investor Contact
Phone: 561-244-7100Email:
investors@jupiterwellness.com
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