JUPW Jupiter Wellness Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C., 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): March 12, 2024

 

SAFETY SHOT, INC.

(Exact name of registrant as specified in charter)

 

Delaware		001-39569		83-2455880
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

1061 E. Indiantown Rd., Ste. 110, Jupiter, FL 33477

(Address of principal executive offices) (Zip Code)

 

(561) 244-7100

(Registrant’s telephone number, including area code)

 

Not Applicable

(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		SHOT		The Nasdaq Stock Market LLC (The Nasdaq Capital Market)
Warrants, each exercisable for one share of Common Stock at $8.50 per share		SHOTW		The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

 

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 mart 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 March 12, 2024, Safety Shot, Inc. (the “Company”) issued a press release. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 8.01 Other Events

 

On January 10, 2024, The Honorable Jed S. Rakoff entered an order in the matter of Safety Shot, Inc. v. Capybara Research et. al., Case No. 1:23-cv-10728-JSR (the “Capybara Action”), authorizing the Company to serve its summons and complaint upon Defendants Capybara Research and Igor Appelboom (the “Capybara Defendants”) via a Form 8-K disclosure and press release, ECF 24 (the “Order”).

 

On January 16, 2024, the Company filed a Form 8-K and press release attempting to serve the Capybara Defendants (the “January Form 8-K”). On February 6, 2024, the Company filed a Form 8-K/A (“February Form 8-K/A”) amending and rectifying an error in the upload of the Company’s complaint as Exhibit 99.3 to the January Form 8-K. Upon the filing of the February Form 8-K/A, the Capybara Defendants were provided the Constitutional requirement of actual notice of the Capybara Action pursuant to Rule 4(f)(3) of the Federal Rules of Civil Procedure.

 

Pursuant to Rule 12(a)(1) of the Federal Rules of Civil Procedure, the Capybara Defendants’ time to appear and serve an answer to the Company’s complaint expired on February 27, 2024. On February 28, 2024, the Clerk of the Court for the Southern District of New York issued a Certificate of Default as to the Capybara Defendants.

 

Further, on February 28, 2024, the Court expanded the authorization granted to the Company in the Order, permitting Plaintiff to serve notice of a motion for default judgment upon the Capybara Defendants via a Form 8-K disclosure and press release. On March 6, 2024, the Company filed an ex parte motion for default judgment against Defendants Capybara Research, Igor Appelboom and Accretive Capital d/b/a Benzinga, ECF 36 (“Motion for Default Judgment”).

 

On March 15, 2024, the Company will make its motion before the Court for an order granting the Company’s Motion for Default Judgment against Defendants Capybara Research, Igor Appelboom, and Accretive Capital LLC d/b/a Benzinga pursuant to Rule 55(b)(2) of the Federal Rules of Civil Procedure. The Motion for Default Judgment will be heard on March 15, 2024 at 9:00 A.M. at the Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, NY 10007, Courtroom 14B.

 

The filing of this Form 8-K, the press release attached hereto as Exhibit 99.1, the notice of the Company’s Motion for Default Judgment attached hereto as Exhibit 99.2, the declaration of Jarrett Boon in support of the Motion for Default Judgment attached hereto as Exhibit 99.3, the declaration of Joseph F. Rose, Esq. in support of the Motion for Default Judgment attached hereto as Exhibit 99.4, the memorandum of law in support of the Motion for Default Judgment attached hereto as Exhibit 99.5 and the proposed default judgment attached hereto as Exhibit 99.6 shall provide the Capybara Defendants proper notice of the Company’s Motion for Default Judgment pursuant to the Order of The Honorable Jed S. Rakoff and Local Rule 55.2(c) of the District Court for the Southern District of New York.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit No.		Description
Exhibit 99.1		Press Release dated March 12, 2024
Exhibit 99.2		Notice of Motion for Default Judgment
Exhibit 99.3		Declaration of Jarrett Boon in Support of Motion for Default Judgment
Exhibit 99.4		Declaration of Joseph F. Rose, Esq. in Support of Motion for Default Judgment
Exhibit 99.5		Memorandum of Law in Support of Motion for Default Judgment
Exhibit 99.6		Proposed Default Judgment
104		Cover Page Interactive Data File (embedded with the Inline XBRL document)

 

 

SIGNATURE

 

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.

 

Date: March 13, 2024

 

SAFETY SHOT, INC.
By:	/s/ Jarrett Boon
	Jarrett Boon
	Chief Executive Officer

 

 

Exhibit 99.1

 

Litigation Update - Safety Shot Authorized to Serve Notice of Motion for Default Judgment Upon Capybara Research and Igor Appelboom by Public Disclosure and Press Release

 

JUPITER, FL - MARCH 12, 2024 - On December 5, 2023, Safety Shot, Inc. (Nasdaq: SHOT) (“Safety Shot” or the “Company”) announced that it filed a federal lawsuit in the United States District Court for the Southern District of New York, Safety Shot, Inc. v. Capybara Research et. al., Case No. 1:23-cv-10728-JSR (the “Action”), against Defendants Capybara Research (“Capybara”), Igor Appelboom (“Appelboom,” together with Capybara, the “Capybara Defendants”) and Accretive Capital d/b/a Benzinga (“Benzinga,” together with the Capybara Defendants, the “Defendants”).

 

On December 22, 2023, the Company filed a motion to alternatively serve the Capybara Defendants its summons and complaint by email pursuant to Rule 4(f)(3) of the Federal Rules of Civil Procedure. On December 26, 2023, Senior Judge of the United States District Court for the Southern District of New York, The Honorable Jed. S. Rakoff, entered an order granting the Company’s motion. The Company’s counsel at The Basile Law Firm, P.C. attempted to serve the Capybara Defendants by email. However, in response to the Company’s motion and the order, the Capybara Defendants undertook steps to intentionally evade proper service by deleting their respective email addresses.

 

Because of the evasive behavior exhibited by the Capybara Defendants, on January 8, 2024, the Company was required to file a second motion for alternative service in which the Company requested authorization to serve the Capybara Defendants through their respective X accounts, through Capybara’s website’s contact page, by newspaper publication and through a public disclosure and press release. On January 10, 2024, an order was entered granting the Company’s second motion for alternative service, ECF 24 (the “Order”).

 

On January 16, 2024, the Company filed a Form 8-K and press release attempting to serve the Capybara Defendants (the “January Form 8-K”). On February 6, 2024, the Company filed a Form 8-K/A (“February Form 8-K/A”) amending and rectifying an error in the upload of the Company’s complaint as Exhibit 99.3 to the January Form 8-K. Upon the filing of the February Form 8-K/A, the Capybara Defendants were provided the Constitutional requirement of actual notice of the Capybara Action pursuant to Rule 4(f)(3) of the Federal Rules of Civil Procedure.

 

Pursuant to Rule 12(a)(1) of the Federal Rules of Civil Procedure, the Capybara Defendants’ time to appear and serve an answer to the Company’s complaint expired on February 27, 2024. On February 28, 2024, the Clerk of the Court for the Southern District of New York issued a Certificate of Default as to the Capybara Defendants.

 

Further, on December 29, 2023, the Company properly served Benzinga a summons and its complaint. Pursuant to Rule 12(a)(1) of the Federal Rules of Civil Procedure, Benzinga’s time to appear and serve an answer to the Company’s complaint expired on January 19, 2024. On January 29, 2024, the Clerk of the Court for the Southern District of New York issued a Certificate of Default as to Benzinga. As such, all Defendants to the Action are in default.

 

On February 28, 2024, the Court expanded the authorization granted to the Company in the Order, permitting Plaintiff to serve notice of a motion for default judgment upon the Capybara Defendants via a Form 8-K disclosure and press release. On March 6, 2024, the Company filed an ex parte motion for default judgment against the Defendants, ECF 36 (“Motion for Default Judgment”).

 

On March 15, 2024, the Company will make its motion before the Court for an order granting the Company’s Motion for Default Judgment against the Defendants pursuant to Rule 55(b)(2) of the Federal Rules of Civil Procedure. The Motion for Default Judgment will be heard on March 15, 2024 at 9:00 A.M. at the Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, NY 10007, Courtroom 14B.

 

This press release, as well as the Form 8-K filed in tandem onto the U.S. Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval system, hereby provides the Capybara Defendants with proper notice of the Company’s Motion for Default Judgment pursuant to the Order of The Honorable Jed S. Rakoff and Local Rule 55.2(c) of the District Court for the Southern District of New York.

 

Investor Contact:

Phone: 561-244-7100

Email: investors@drinksafetyshot.com

 

 

 

Exhibit 99.2

 

 

 

 

 

 

 

Exhibit 99.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.6

 

 

 

 

 

 

 

 

 

 

 

v3.24.0.1

Cover	Mar. 12, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 12, 2024
Entity File Number	001-39569
Entity Registrant Name	SAFETY SHOT, INC.
Entity Central Index Key	0001760903
Entity Tax Identification Number	83-2455880
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1061 E. Indiantown Rd.
Entity Address, Address Line Two	Ste. 110
Entity Address, City or Town	Jupiter
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33477
City Area Code	(561)
Local Phone Number	244-7100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Information, Former Legal or Registered Name	Not Applicable
Common Stock [Member]
Title of 12(b) Security	Common Stock
Trading Symbol	SHOT
Security Exchange Name	NASDAQ
Warrants, each exercisable for one share of Common Stock at $8.50 per share
Title of 12(b) Security	Warrants, each exercisable for one share of Common Stock at $8.50 per share
Trading Symbol	SHOTW
Security Exchange Name	NASDAQ

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