MEDS TRxADE Health Inc

 

 

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): October 2, 2023

 

 

TRxADE HEALTH, INC.

 

 

(Exact name of registrant as specified in its charter)

 

Delaware		001-39199		46-3673928
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

2420 Brunello Trace, Lutz, Florida		33558
(Address of principal executive offices)		(Zip Code)

 

(800) 261-0281

(Registrant’s telephone number, including area code)

 

 

(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
Common Stock, par value $0.00001 per share		MEDS		The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

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.

 

On October 4, 2023, TRxADE HEALTH, Inc., a Delaware corporation (the “Company”) issued a press release announcing that its wholly owned subsidary Superlatus, Inc. entered into an all-cash asset purchase agreement to acquire the assets of Spero Foods, Inc. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein solely for purposes of this Item 7.01 disclosure.

 

The furnishing of the press release is not an admission as to the materiality of any information therein. The information contained in the press release is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.

 

The information in this Item 7.01 of this Current Report on Form 8-K and the press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the press release shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01. Financial Statements and Exhibits

 

The following exhibits are being filed herewith:

 

Exhibit No.		Description of Exhibit
99.1		Press Release dated October 4, 2023
104		Inline XBRL for the cover page of this Current Report on Form 8-K

 

 

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.

 

	TRxADE HEALTH, INC.
	By:	/s/ Suren Ajjarapu
	Name:	Suren Ajjarapu
	Title:	Chief Executive Officer
Dated: October 4, 2023

 

 

Exhibit 99.1

 

 

Superlatus, Newly Merged with TRxADE HEALTH, Acquires the assets of Spero Foods, a plant-based tech company Disrupting the Dairy and Egg Industry.

 

●	Spero is another addition to the growing Superlatus CPG portfolio under their Urgent Company umbrella of brands.
●	Spero® is a plant-based tech company specializing in alternative dairy and egg replacements, on a mission to outcompete traditional dairy and egg products in scale, price, taste, and nutrition by utilizing internationally patent-pending technologies that transforms low-cost, sustainable, and scalable ingredients into plant-based alternatives.
●	Spero’s mission is to scale mainstream dairy alternatives and have them be delicious, affordable, and available to everyone, everywhere.

 

TAMPA, FL, Oct. 4, 2023 (GLOBE NEWSWIRE) -- Superlatus, Inc. (“Superlatus”), wholly owned subsidary of TRxADE HEALTH, Inc. (NASDAQ: MEDS), a pharmaceutical exchange platform provider, entered into an all-cash asset purchase agreement to acquire the assets of Spero Foods, Inc. (“Spero”) on October 2, 2023.

 

The acquisition expands Superlatus growing portfolio of CPG brands under their Urgent Company umbrella, joining Coolhaus, Modern Kitchen, Brave Robot, and others. The purchase of Spero will produce affordable, clean, sustainable plant-based dairy and egg alternatives. With twenty-one global patents and patents pending and novel process engineering for high throughput low-cost plant-based dairy, Spero recreates staple foods, in ways that are good for individuals and the planet.

 

“We are thrilled to welcome the Spero Food brands to our portfolio of CPG assets,” said Superlatus CEO Timothy Alford. “Knowing that climate change affects every person on the earth, Spero has taken it upon themselves to create delicious, nutritious, and sustainable plant-based foods that are competitive in pricing to traditional dairy products. Together with the Spero team, we are most excited by the new opportunities to grow Spero globally.”

 

Spero has created the first-of-its-kind Sunflower Cream Cheese and Cheese Spreads. Additionally, Spero has major innovations planned for 2024, including launching plant-based Mozzarella Sticks, Shreds and Cheddar Shreds and reformulating their cream cheese and cheese spreads to fool even the most ardent dairy connoisseur. The brand will bring additional innovation to the milk, egg, and yogurt categories in the coming years. Through developing additional plant-based and affordable offerings, Spero is getting closer to its goal to build a world leading plant-based company and to help feed and heal the world.

 

About Spero Foods, Inc.

 

Spero^® is a plant-based tech company on a mission to outcompete traditional dairy and egg products in scale, price, taste and nutrition, by employing internationally patent-pending technology that transforms low-cost, sustainable, and scalable ingredients into plant-based dairy. For more information on Spero, please visit Spero’s website https://sperofoods.co.

 

 

About Superlatus, Inc.

 

Superlatus is a diversified food technology company with distribution capabilities. We scale food innovation and transformational change to our food systems to optimize food security and population health via innovative CPG products, agritech, food-tech, plant-based proteins and alt- proteins. We provide industry-leading processing and forming technologies that create high nutrition, high taste, and textured foods. Our management team consists of world-class food executives with an unparalleled understanding of technology and taste. For more information on Superlatus, please visit Superlatus’ website at https://www.superlatusfoods.com.

 

About TRxADE HEALTH, INC.

 

TRxADE HEALTH (NASDAQ: MEDS) is a health services IT company focused on digitalizing the retail pharmacy experience by optimizing drug procurement, the prescription journey and patient engagement in the U.S. The Company operates the TRxADE drug procurement marketplace serving approximately 14,500+ members nationwide, fostering price transparency and under the Bonum Health brand, offering patient centric telehealth services. The Company plans to exit the health services IT business. For more information on TRxADE HEALTH, please visit the Company’s IR websiteat investors.trxadegroup.com.

 

Forward-Looking Statements

 

This press release contains certain statements that may be deemed to be “forward-looking statements” within the federal securities laws, including the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Statements that are not historical are forward- looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements relate to future events or TRxADE’s future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about TRxADE, its industry, beliefs, and assumptions. Such forward-looking statements include, but are not limited to, statements regarding TRxADE’s or TRxADE’s management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” or the negative of these terms or other similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are subject to a number of risks and uncertainties (some of which are beyond TRxADE’s control) that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements. These risks include risks relating to agreements with third parties; TRxADE’s ability to raise funding in the future, as needed, and the terms of such funding, including potential dilution caused thereby; TRxADE’s ability to continue as a going concern; security interests under certain of TRxADE’s credit arrangements; TRxADE’s ability to maintain the listing of its common stock on the Nasdaq Capital Market; claims relating to alleged violations of intellectual property rights of others; the outcome of any current legal proceedings or future legal proceedings that may be instituted against TRxADE; unanticipated difficulties or expenditures relating to TRxADE’s business plan; and those risks detailed in TRxADE’s most recent Annual Report on Form 10-K and subsequent reports filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. TRxADE undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as otherwise provided by law.

 

Investor Contact:

 

Skyline Corporate Communications Group, LLC

Scott Powell, President

One Rockefeller Plaza, 11th Floor

New York, NY 10020

Office: (646) 893-5835

Email: info@skylineccg.com

 

 

 

 

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Cover	Oct. 02, 2023
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Entity Registrant Name	TRxADE HEALTH, INC.
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Entity Tax Identification Number	46-3673928
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2420 Brunello Trace
Entity Address, City or Town	Lutz
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Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.00001 per share
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Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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