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Byrn, Inc. 8-K Report, Material Agreement (Feb 16, 2021)

Reports
Leadership Changes·Acquisitions & Dispositions·Material Agreements+3
Filing Date
Filed February 16, 2021
Period End
February 16, 2021
Security
BRRN
In the record · 2020–202610-K910-Q108-K6

BRRN filed 9 annual reports (10-K), 10 quarterly reports (10-Q) and 6 current reports (8-K) between 2020 and 2026.

Summary

Summary of the 8-K filed February 16, 2021. Cited figures are marked; the original filing is the authoritative source.

This 8-K filing from Born, Inc. (BRRN) details a significant corporate transformation, primarily through a share exchange agreement with Alkeon Creators, Inc. effective February 16, 2021.

This transaction has been accounted for as a recapitalization, with Alkeon being the accounting acquirer. This strategic move has effectively resulted in a reverse merger, with the former stockholders of Alkeon now holding a majority of the outstanding common stock and Born, Inc. ceasing to be a shell company. The company has also undergone a name change from Quture International, Inc. to Born Inc. and a 1-for-1,000 reverse stock split.

The company is repositioning itself as a holding company specializing in digital, data-led solutions for retail supply chains, operating through its subsidiary Alkeon. Alkeon provides B2B solutions for digitizing tradeshows and showrooms, alongside the Born.com platform that connects luxury design brands with retailers.

The business model is primarily subscription-based. The filing also highlights a change in leadership with Mr. Jean Christophe Chopin appointed as the sole officer and director, replacing Mr. Wieland Kreuder.

Key Highlights

  1. Born, Inc. (formerly Quture International, Inc.) completed a significant share exchange with Alkeon Creators, Inc. on February 16, 2021, effectively a reverse merger, with Alkeon as the accounting acquirer.
  2. Following the transaction, former Alkeon stockholders now own a majority of Born, Inc.'s outstanding common stock, and Born, Inc. is no longer considered a shell company.
  3. The company officially changed its name from Quture International, Inc. to Born Inc. and implemented a 1-for-1,000 reverse stock split on December 1, 2020.
  4. Born, Inc. operates as a holding company for Alkeon, which specializes in digital supply chain solutions for retail, including B2B software for tradeshows/showrooms and the Born.com platform.
  5. The business generates revenue through a subscription-based model for designer brands, with fees ranging from $1,200 to $15,000 annually.
  6. Mr. Jean Christophe Chopin has been appointed as the sole officer and director, replacing Mr. Wieland Kreuder, effective February 16, 2021.
  7. The company qualifies as an Emerging Growth Company (EGC) and has elected to use the extended transition period for complying with new or revised accounting standards.

Frequently Asked Questions

  1. What is the primary purpose of this Form 8-K filing?

    This Form 8-K filing primarily announces the completion of a material definitive agreement (share exchange) with Alkeon Creators, Inc., effectively a reverse merger, and the subsequent change in Born, Inc.'s status from a shell company to an operating entity. It also details significant corporate changes, including a name change, stock split, and leadership transition.

  2. What is the new business focus of Born, Inc. after the acquisition?

    Born, Inc. is now a holding company focused on digital, data-led solutions for retail supply chains. Its subsidiary, Alkeon, offers B2B software to digitize tradeshows and showrooms and operates the Born.com platform, connecting luxury brands with retailers.

  3. Who is the new leadership at Born, Inc.?

    Effective February 16, 2021, Mr. Jean Christophe Chopin was appointed as the sole officer and director of Born, Inc., replacing Mr. Wieland Kreuder.

  4. What are the financial implications of the Alkeon acquisition?

    The acquisition has been accounted for as a recapitalization with Alkeon as the accounting acquirer. Former Alkeon stockholders now hold a majority of Born, Inc.'s common stock. The combined entity's financial statements will reflect the operations of Alkeon. Prior to this, the company had limited revenue and incurred net losses.