EXHIBIT 99.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 10, 2022
Iconic Brands, Inc. |
(Exact name of registrant as specified in its charter) |
Nevada |
| 000-53162 |
| 13-4362274 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
44 Seabro Avenue
Amityville, New York 11701
(Address of Principal Executive Offices)
(631) 464-4050
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant 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 Securities Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
N/A |
| 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 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.
Iconic Brands, Inc. (the “Company”) is furnishing this Current Report on Form 8-K in connection with the disclosure of information, in the form of an investor presentation (the “Presentation”), to be used by the Company at various meetings with certain investors. A copy of the Presentation is furnished herewith as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
The information contained in the Presentation should be considered in the context of the Company’s filings with the Securities and Exchange Commission (the “SEC”) and other public announcements the Company may make by press release or otherwise from time to time. The Presentation speaks as of the date of this Current Report on Form 8-K. By furnishing this Current Report on Form 8-K and furnishing the Presentation, the Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including without limitation the Presentation. The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in its expectations or any change in events, conditions, or circumstances on which any forward-looking statement in the Presentation is based.
In addition, on October 10, 2022, the Company issued a press release announcing that it will participate in the Dawson James 7th Annual Small Cap Growth Conference being held on October 12, 2022 at the Wyndham Grand Hotel in Jupiter, Florida. A copy of the press release is furnished herewith as Exhibit 99.2 to this Current Report on Form 8-K.
The information furnished in this Item 7.01, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements, including, but not limited to, statements regarding the Company’s ability and strategies to develop and commercialize products and brands that include unique spirits. These forward-looking statements are subject to a number of risks including the risk factors set forth from time to time in the Company’s SEC filings, including, but not limited to, its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, which is available at www.sec.gov. Any forward-looking statements set forth in this Current Report on Form 8-K speak only as of the date of this report. We do not intend to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof other than as required by law. You are cautioned not to place undue reliance on any forward-looking statements. Information contained on the Company’s website does not constitute part of this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
| Description |
|
|
|
| ||
| ||
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
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, thereunto duly authorized.
|
| ICONIC BRANDS, INC. |
|
|
|
|
|
Date: October 11, 2022 |
| /s/ David Allen |
|
|
| Name: David Allen |
|
|
| Title: Chief Financial Officer |
|
| 3 |
EXHIBIT 99.1
EXHIBIT 99.2
Iconic Brands to Present at the Dawson James 7th Annual Small Cap Growth Conference
AMITYVILLE, NY - October 10, 2022 - Iconic Brands, Inc. (OTC: ICNB) (“Iconic” or the “Company”), a leader in the development, design and delivery of alcohol and non-alcohol beverages, today announced that it will participate in the Dawson James 7th Annual Small Cap Growth Conference being held on October 12, 2022 at the Wyndham Grand Hotel in Jupiter, Florida.
Thomas Martin, Interim CEO of Iconic and Founder and CEO of TopPop LLC, Iconic’s wholly-owned subsidiary (“TopPop”), will present in-person and host one-on-one meetings with investors. Mr. Martin will provide an overview of the Company during the presentation, including upcoming strategic developments and milestones.
Event: Dawson James Securities Small Cap Growth Conference
Date: Wednesday, October 12, 2022
Time: TBD
Location: Wyndham Grand Hotel in Jupiter, Florida
About Iconic
Iconic Brands, Inc (OTC: ICNB) together with its wholly-owned subsidiary, TopPop, develops brands, innovates products, and creates sustainable packaging solutions for the alcohol and non-alcohol beverage market. Iconic offers a collection of brands in the wine & spirits, ready-to-drink cocktail, ready-to-freeze ice pop, and pre-mixed ready-to-go categories. In addition, TopPop offers turnkey solutions, from design to delivery, in sustainable packaging for major alcohol and non-alcohol beverage and frozen food brands. Iconic prides itself on its commitment to brand expansion and to delivering purpose-driven brands that strive to lead the change in the “Better-for-you” and “Better-for-the-planet” categories. In July, Iconic announced its intention to change its name to “TopPop Innovative Brands” to better reflect the focus and fundamental drivers of the business. Iconic operates in multiple states, with worldwide distribution and a number of Fortune 500 customers, including some of the world’s largest alcohol beverage companies and brands.
Please visit Iconic’s websites and follow us on social media.
Websites: iconicbrandsusa.com; bellissimaprosecco.com; toppoppkg.com; sonjasangria.com
Twitter: @iconicbrandsus; @Sonja_Sangria
Instagram: @IconicBrandsUSA; @BellissimaProsecco; @sonja_sangria
LinkedIn: Iconic Brands USA; TopPop Packaging
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of management, are not guarantees of performance, and are subject to significant risks and uncertainties. These forward-looking statements should, therefore, be considered in light of various risks, including those set forth in Iconic’s reports that it files from time to time with the U.S. Securities and Exchange Commission and which you should review, including those statements under “Item 1A – Risk Factors” in Iconic’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
Contact
ir@iconicbrandsusa.com