Current Report Filing (8-k)
December 21 2016 - 1:58PM
Edgar (US Regulatory)
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):
December 21, 2016
VAPOR CORP.
(Exact name of registrant as specified in its
charter)
Delaware
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001-36469
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84-1070932
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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3800 North 28th Way
Hollywood, Florida 33020
(Address of Principal
Executive Office) (Zip Code)
(888) 766-5351
(Registrant’s
telephone number, including area code)
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:
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¨
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.
On December 21, 2016, Vapor Corp. (the “Company”)
issued a press release announcing that it has supplemented and amended its
tender offer to purchase
up to 32,262,152 of its outstanding Series A Warrants (the “Series A Warrants”), at a purchase price of $0.22 per warrant
in cash, without interest, to clarify that there are no guaranteed delivery procedures available with respect to the offer. The
tender offer is being made pursuant to an Offer to Purchase and related Letter of Transmittal which are attached to the Company’s
tender offer statement on Schedule TO filed with the Securities and Exchange Commission (the “SEC”). A copy of the
press release is included as Exhibit 99.1 to this Form 8-K.
The press release
was issued for informational purposes only and
is neither an offer to purchase nor a solicitation of an offer to sell any
Series A Warrants. The offer to purchase and the solicitation of offers to sell are being made solely pursuant to the Offer to
Purchase dated December 7, 2016, the related Letter of Transmittal and other offer materials included as exhibits to the tender
offer statement on Schedule TO that the Company has filed with the SEC. The tender offer statement (including the Offer to Purchase,
related Letter of Transmittal and other offer materials) contains important information that should be read carefully and considered
before any decision is made with respect to the tender offer. These materials are being distributed free of charge to all holders
of Series A Warrants. In addition, these materials (and all other materials filed by the Company with the SEC) are available at
no charge from the SEC through its website at www.sec.gov. Holders of Series A Warrants may also obtain free copies of the documents
filed with the SEC by the Company by directing a request to the information agent at Okapi Partners, 1212 Avenue of the Americas,
24
th
Floor, New York, New York 10036, info@okapipartners.com. Holders of Series A Warrants are urged to read the tender
offer documents and the other relevant materials before making any investment decision with respect to the tender offer because
they contain important information about the tender offer.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
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Number
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Description
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99.1
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Press Release, dated December 21, 2016
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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.
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VAPOR CORP.
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Date: December 21, 2016
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By:
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/s/ Jeffrey E. Holman
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Jeffrey E. Holman
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Chief Executive Officer
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EXHIBIT INDEX
Exhibit
Number
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Description
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99.1
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Press Release, dated December 21, 2016
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