UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) April 16, 2021

 

HTTPS:||WWW.SEC.GOV|ARCHIVES|EDGAR|DATA|1166708|000149315220000439|IMAGE_001.JPG

 

Brownie’s Marine Group, Inc.
(Exact name of registrant as specified in its charter)

 

Florida   333-99393   90-0226181

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

3001 NW 25 Avenue, Suite 1, Pompano Beach, FL 33069

(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: (954) 462-5570

 

_______________________________________
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[  ] 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   not applicable   not applicable

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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.

 

On April 16, 2021, Brownie’s Marine Group, Inc. issued a press release providing a company update. A copy of this press release is furnished as Exhibit 99.1 to this report.

 

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of Brownie’s Marine Group, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

        Incorporated by Reference  

Filed or

Furnished

Herewith

No.   Exhibit Description   Form   Date Filed   Number  
                     
99.1  

Press Release dated April 16, 2021

              Furnished

 

 
 

 

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.

 

  Brownie’s Marine Group, Inc.
     
Date: April 16, 2021 By: /s/ Christopher Constable
    Christopher Constable, Chief Executive Officer

 

 

 

 

 

Exhibit 99.1

 

Brownie’s Marine Group Provides Business Update

 

Pompano Beach, FL, April 16, 2021 (GLOBE NEWSWIRE) — Brownie’s Marine Group, Inc. (OTCQB: BWMG), a leading developer, manufacturer and distributor of tankless dive equipment and high-pressure air and industrial compressors in the marine industry, today announced a business update of several of their key business units.

 

Brownie’s Marine Group and its subsidiaries have a core focus on innovation with an aim towards enabling our customers to explore “The Next Atmosphere” more easily. We look to provide our customers with the best options to fill their air tanks while having safe, family friendly, fun. This core focus is what drives the BMG companies to share the lifestyle of life under the surface.

 

BLU3, Inc.

 

There are several positive developments with BLU3’s NEMO.

 

  ● To date, our worldwide dealer network has expanded to 40 dealers. We expect the network will continue to grow.
  ● Our social media campaign also continues to grow with more than 10 active posters creating content for all of their channels across Facebook, Instagram, YouTube and Tik Tok. NEMO related content has had well over a million views on all platforms to date.
  ● NEMO sales on Amazon have shown a steady increase since its introduction to the platform in November 2020. NEMO is now listed or approved to list on Amazon.com US, Canada, Mexico, UK and Europe. NEMO is consistently listed as one of the top 25 Best Sellers ranked in Dive Packages on Amazon.com, as well as a top “Most Wished for Item” in the Diving Package category.
  ● Average monthly unit sales on Amazon.com for Q1-2021 have increased 78.6% as compared to the average monthly sales in November and December of 2020.
  ● BLU3 is on target for a Q3 launch of its next-generation product, the NOMAD, the big brother to the NEMO product that can take a diver to 33 feet for up to one hour on one charge. NOMAD will remain fully portable and airline friendly. NOMAD is expected to arrive in factory during the second quarter and production line plans are in process for our facility in Pompano Beach, Florida.

 

Brownie’s Third Lung (“BTL”)

 

BTL introduced the Sea LiOn 3.0 tm in June of 2020, which is the only battery powered surface supplied air system, to support three divers to 33 feet for more than 2 hours, on the market.

 

  ● Average unit sales per month increased 155% following the launch. Average monthly sales of the two diver Sea LiOn VS averaged 5.3 units per month from June through December of 2019, while Sea LiOn 3.0 tm sales during the same period in 2020 averaged 13.7 units per month.
  ● The Sea LiOn 3.0 tm retails for $5,995 and represents a 10% price increase over the Sea LiOn VS.
  ● BTL has adopted an “Explore the Next Atmosphere” slogan as an introduction to the new ‘“PRO” line of floating surface supplied air systems.
  ● With safety in mind, BTL has reconfigured its Standard models, the Sea LiOn 3.0 tm, the Explorer (formerly 390X), the Pioneer (formerly 285X), and the Scout (formerly 285BE), with a reduced downline to encourage divers to stay within the No Decompression Limit (NDL) zone (not more than 33 ft). A diver should be formally trained to dive below that level and have other safety tools available.
  ● “PRO” packages have been developed for more experienced divers, which include a longer downline, a personal dive computer for each diver, and an alternate air source for each diver. We are the first in our industry to develop this type of program and will continue to innovate with diver safety in mind.

 

 
 

 

LW America’s

 

LW America’s (“LWA”) continues to innovate within the diving and yachting industries to supply best in class sources of High Pressure compressed air systems using L&W compressors as the core for all of their products.

 

  ● LWA has developed a Boat Integrated Air System (BIAS), that is a perfect solution for the Yachting industry which solves for any air requirements needed on any Yacht. One YachtPro High Pressure compressor can service all of the typical items on a yacht that would normally be powered by 3-5 compressors.
  ● The customized system will fill dive tanks, provide air for the toys, doors, engine start and power the air horn. Custom installations will be co-marketed by yacht brokers, yacht servicing facilities, and sold directly to the yacht manufacturers.
  ● LWA also looks to meet the consumer right where they live. We have developed the YachtPro 110/220 to give the end-user the ability to fill their high-pressure breathing air tanks from the comfort of their garage. These units were specifically designed to operate on the power that is available in a home and have all of the safety features necessary to make tank filling easy and safe without the hassle of waiting in line to have your tank filled.
  ● The YachtPro 110/220 will launch during this second quarter of 2021.

 

BTL and BLU3 are also focusing their growth efforts toward direct consumer interaction with an expanded social media presence via the use of influencers to increase product visibility. The BMG group of companies will continue to increase their social media footprint as the year continues. We encourage you to follow us on all our social media channels, and we want to thank all of our loyal customers who have come up with their own content as they enjoy our products and share it with the world.

 

Follow us on: Twitter: @browniesmarine @diveblu3 $BWMG
  Instagram: @diveblu3 @browniesthirdlung @browniesmarinegroup
  Tik Tok: @diveblu3