TURNING POINT BRANDS, INC. (NYSE:TPB) Files An 8-K Completion of Acquisition or Disposition of Assets

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TURNING POINT BRANDS, INC. (NYSE:TPB) Files An 8-K Completion of Acquisition or Disposition of Assets

Item 2.01

Completion of Acquisition or Disposition of Assets.
This Current Report on Form 8-K/A is being filed as an amendment
to the Current Report on Form 8-K dated November 30, 2016 (the
Original Form 8-K) filed by Turning Point Brands, Inc. (the
Company) with the Securities and Exchange Commission on December
2, 2016, announcing the completion of the Companys acquisition of
Smoke Free Technologies, Inc. (Vapor Beast). At that time, the
Company stated in the Original Form 8-K that it intended to file
the required financial statements and pro forma financial
information within 71 days from the date that the Original Form
8-K was required to be filed. This Current Report on Form 8-K/A
amends and restates Item 9.01 of the Original Form 8-K to present
certain financial statements of Vapor Beast and to present
certain unaudited pro forma financial information of the Company
in connection with the Companys acquisition of Vapor Beast, which
financial statements and unaudited pro forma financial statements
are filed as exhibits hereto and are incorporated herein by
reference. All of the other items in the Original Form 8-K remain
the same and are hereby incorporated by reference into this
Current Report on Form 8-K/A.
Item 9.01
Financial Statements and Exhibits.
(a)
Financial statements of businesses acquired.
The audited financial statements of Vapor Beast for the year
ended December 31, 2015 and the notes related thereto are
attached hereto as Exhibit 99.1 and are incorporated into this
Item 9.01(a) by reference.
The unaudited financial statements of Vapor Beast as of and for
the nine month periods ended September 30, 2016 and 2015 and the
notes related thereto are attached hereto as Exhibit 99.2 and are
incorporated into this Item 9.01(a) by reference.
(b)
Pro forma financial information
The unaudited pro forma combined financial information of the
Company as of and for the nine months ended September 30, 2016
and for the year ended December 31, 2015 giving effect to the
acquisition of Vapor Beast are attached hereto as Exhibit 99.3
and are incorporated in their entirety into this Item 9.01(b) by
reference.
(d)
Exhibits
Exhibit
Description
23.1
Consent of Moss Adams dated January 20, 2017
99.1
Audited financial statements of Smoke Free Technologies,
Inc. dba Vapor Beast for the year ended December 31, 2015
99.2
Unaudited financial statements of Smoke Free
Technologies, Inc. dba Vapor Beast as of and for the nine
month periods ended September 30, 2016 and 2015
99.3
Unaudited pro forma financial information


About TURNING POINT BRANDS, INC. (NYSE:TPB)

Turning Point Brands, Inc., formerly North Atlantic Holding Company, Inc., is a provider of Other Tobacco Products (OTP) in the United States. The Company operates through three segments: smokeless products, smoking products and NewGen products. The Smokeless products market consists of approximately four product categories, which includes loose leaf chewing tobacco, Moist Snuff, Moist Snuff Pouches and Snus. The smoking products consist of various product categories, including cigarette papers, large cigars, (MYO cigar wraps and MYO cigar smoking tobacco, MYO cigarette smoking tobacco and related products, and traditional pipe tobacco. The NewGen products consist of various products, such as liquid vapor products, tobacco vaporizer products and a range of non-tobacco products and other non-nicotine products. Its portfolio of brands includes Zig-Zag, Beech-Nut, Stoker’s, Trophy, Havana Blossom, Durango, Our Pride and Red Cap.

TURNING POINT BRANDS, INC. (NYSE:TPB) Recent Trading Information

TURNING POINT BRANDS, INC. (NYSE:TPB) closed its last trading session up +0.17 at 13.13 with 39,767 shares trading hands.