SRXH 10-K Annual Report Dec. 31, 2021 | Alphaminr
SRx Health Solutions, Inc.

SRXH 10-K Fiscal year ended Dec. 31, 2021

SRX HEALTH SOLUTIONS, INC.
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CIK: 1471727
Filing Type: 10-K/A
Report Date: 2021-12-31
Download URL: https://www.sec.gov/Archives/edgar/data/1471727/000147172722000030/bttr-20211231.htm
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Nature Of Business and Summary Of Significant Accounting PoliciesNote 2 RevenueNote 3 - InventoriesNote 4 Prepaid Expenses and Other Current AssetsNote 5 - Fixed AssetsNote 6 Accrued and Other LiabilitiesNote 7 Goodwill and Intangible AssetsNote 8 DebtNote 9 Commitments and ContingenciesNote 10 Convertible Preferred StockNote 11 Stockholders Equity (deficit)Note 12 WarrantsNote 13 Share-based CompensationNote 14 Employee Benefit PlansNote 15 Related Party TransactionsNote 16 Income TaxesNote 17 ConcentrationsNote 18 Earnings (loss) Per ShareItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Party Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10 K Summary

Exhibits

2.1 Agreement and Plan of Merger, dated February 28, 2019, by and among the Company, BBC Merger Sub, Inc. and Bona Vida, Inc. 8-K 333-161943 2.1 05/10/2019 2.2 First Amendment to Agreement and Plan of Merger, dated February 28, 2019, by and among the Company, BBC Merger Sub, Inc., and Bona Vida, Inc., dated May 3, 2019 8-K 333-161943 2.2 05/10/2019 2.3 Securities Exchange Agreement, dated February 2, 2019, by and among the Company, TruPet LLC and the members of TruPet LLC 8-K 333-161943 2.3 05/10/2019 2.4 First Amendment to Securities Exchange Agreement, dated February 2, 2019, by and among the Company, TruPet LLC and the members of TruPet LLC, dated May 6, 2019 8-K 333-161943 2.4 05/10/2019 2.5 Amended and Restated Stock Purchase Agreement, dated December 18, 2019, by and among the Company, Halo, Purely For Pets, Inc., Thriving Paws, LLC and HH-Halo LP 8-K 333-161943 2.1 12/26/2019 3.1 Certificate of Incorporation, dated January 1, 2019 10-Q 333-161943 3.1 04/15/2019 3.2 Certificate of Amendment to Certificate of Incorporation, dated February 1, 2019 10-Q 333-161943 3.2 04/15/2019 3.3 Certificate of Amendment to Certificate of Incorporation, dated March 13, 2019 8-K 333-161943 3.1 03/20/2019 3.4 Certificate of Amendment to Certificate of Incorporation, dated April 18, 2019 10-KT 333-161943 3.5 07/25/2019 3.5 Certificate of Amendment to Certificate of Incorporation, dated July 30, 2020 8-K 333-161943 99.1 07/30/2020 3.6 Certificate of Merger of Sport Endurance, Inc. with and into the Company 10-Q 333-161943 3.4 04/15/2019 3.7 Bylaws 10-Q 333-161943 3.5 04/15/2019 3.8 Amended and Restated Certificate of Designation for Series E Convertible Preferred Stock 8-K 333-161943 3.1 05/23/2019 3.9 Certificate of Designation for Series F Convertible Preferred Stock 8-K 333-161943 3.1 10/02/2020 3.10 Certificate of Cancellation of the Amended and Restated Certificate of Designation Preference and Rights of the for Series E Convertible Preferred Stock S-1/A 333-256405 3.9 06/16/2021 4.1 Form of Common Stock Purchase Warrant in connection with the November 2019 private placement 8-K 333-161943 4.2 11/15/2019 4.2 Form of Subscription Agreement, dated December 19, 2019, by and among the Company and the Halo Sellers 10-Q 333-161943 10.6 01/31/2020 4.3 Form of Common Stock Purchase Warrant, dated December 19, 2019, by and among the Company and the Halo Sellers 10-Q 333-161943 4.8 01/31/2020 4.4 Form of Common Stock Purchase Warrant, dated December 19, 2019, by and among the Company and the Shareholder Personal Guarantors 10-Q 333-161943 4.10 01/31/2020 4.5 Form of Subscription Agreement dated April 25, 2019 in connection with the May 2019 private placement 8-K 333-161943 10.1 04/30/2019 4.6 Form of Subscription Agreement in connection with the November 2019 private placement 8-K 333-161943 10.1 11/15/2019 4.7 Better Choice Company Inc. Amended and Restated 2019 Incentive Award Plan 10-K 333-161943 10.19 05/04/2020 4.8 Form of 2019 Incentive Award Plan Stock Option Agreement S-1 333-234349 10.7 10/28/2019 4.9 Form of Common Stock Purchase Warrant in connection with the June 2020 private placement. 10-Q 333-161943 4.11 06/25/2020 4.10 Form of Subscription Agreement in connection with the June 2020 private placement. 10-Q 333-161943 4.13 06/25/2020 4.11 Form of July 2020 Common Stock Purchase Warrants 8-K 333-161943 10.5 07/21/2020 4.12 Form of Warrant in connection with the October 2020 Series F Private Placement 8-K 333-161943 4.1 10/02/2020 4.13 Form of Securities Purchase Agreement in connection with the October 2020 Series F Private Placement 8-K 333-161943 10.1 10/02/2020 4.14 Form of warrant in connection with the January 2021 Private Placement S-1/A 333-251241 4.22 02/16/2021 4.15 Form of Securities Purchase Agreement in connection with the January 2021 Private Placement S-1/A 333-251241 4.23 02/16/2021 10.1 Form of Indemnification Agreement by and among the Company and its officers and directors S-1 333-234349 10.8 10/28/2019 10.2 Employment Agreement, Dated December 28, 2020 by and between Scott Lerner and the Company 8-K/A 333-161943 10.2 01/05/2021 10.3 Employment Agreement, dated October 8, 2020, by and between Sharla Cook and the Company 10-K 333-161943 10.12 03/30/2021 10.4 Employment Agreement, dated September 27, 2020, by and between Robert Sauermann and the Company 10-K 333-161943 10.13 03/30/2021 10.5 Employment Agreement, dated January 1, 2021, by and between Donald Young and the Company 10-K 333-161943 10.14 03/30/2021 10.6 Loan and Security Agreement, dated as of January 6, 2021, by and between Old Plank Trail Community Bank, N.A. ("Lender") and Halo, Purely for Pets, Inc., a Delaware corporation ("Halo") 8-K 333-161943 10.1 01/11/2021 10.7 Term Note A, dated as of January 6, 2021, issued by Halo in favor of Lender 8-K 333-161943 10.3 01/11/2021 10.8 Guaranty and Security Agreement, dated as of January 6, 2021, made by Better Choice Company Inc. (the "Company"), TruPet LLC, a Delaware limited liability company ("TruPet") and Bona Vida, Inc., a Delaware corporation ("Bona Vida"), in favor of Lender 8-K 333-161943 10.4 01/11/2021 10.9 Intellectual Property Security Agreement, dated as of January 6, 2021, executed and delivered by the Company, TruPet and Bona Vida in favor of Lender 8-K 333-161943 10.5 01/11/2021 10.10 Stock Pledge Agreement, dated as of January 6, 2021, executed and delivered by the Company in favor of Lender 8-K 333-161943 10.6 01/11/2021 10.11 First Amendment to Loan and Security Agreement, dated as of January 6, 2021, by and between Old Plank Trail Community Bank, N.A. ("Lender") and Halo, Purely for Pets, Inc., a Delaware corporation ("Halo") 8-K 001-40477 10.1 08/17/2021 10.12 Revolving Promissory Note, dated as of August 13, 2021, issued by Halo in favor of Lender. 8-K 001-40477 10.2 08/17/2021 10.13 Deposit Account Pledge Agreement, dated as of August 13, 2021, executed and delivered by Halo in favor of Lender. 8-K 001-40477 10.3 08/17/2021 10.14 * Second Amendment to Loan and Security Agreement, dated as of January 6, 2021, by and between Old Plank Trail Community Bank, N.A. ("Lender") and Halo, Purely for Pets, Inc., a Delaware corporation ("Halo") 21.1 * Subsidiaries of the Company 23.1 * Consent of BDO USA, LLP 23.2 * Consent of Ernst & Young LLP 31.1 * Certification of Principal Executive Officer Pursuant to Rules 13a14(a) and 15d14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the SarbanesOxley Act of 2002. 31.2 * Certification of Principal Financial Officer Pursuant to Rules 13a14(a) and 15d14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the SarbanesOxley Act of 2002. 32.1 * Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the SarbanesOxley Act of 2002