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    SEC Form SC 13G/A filed by Better Choice Company Inc. (Amendment)

    2/14/24 11:03:27 AM ET
    $BTTR
    Beverages (Production/Distribution)
    Consumer Staples
    Get the next $BTTR alert in real time by email
    SC 13G/A 1 d747281dsc13ga.htm SC 13G/A SC 13G/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    SCHEDULE 13G

    Under the Securities Exchange Act of 1934

    (Amendment No. 2)*

     

     

    Better Choice Company Inc.

    (Name of Issuer)

    Common Stock, par value $0.001 per share

    (Title of Class of Securities)

    08771Y204

    (CUSIP Number)

    December 31, 2023

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

      ☐

    Rule 13d-1(b)

     

      ☐

    Rule 13d-1(c)

     

      ☒

    Rule 13d-1(d)

     

    *

    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

    The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

    Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications:

    Evan K. Hall, Esq.

    Haynes and Boone, LLP

    2801 N. Harwood Street, Suite 2300

    Dallas, Texas 75201

    (214) 651-5000

     

     

     


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     HEP Partners LLC

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     OO, IA

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     HH-Halo GP LLC

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     Texas

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     OO

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     HH-Halo GP LP

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     PN

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     HH-Halo LP

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     Delaware

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     PN

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     Mack H. Hicks

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     United States

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     IN, HC

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    CUSIP No. 08771Y204

     

     1.   

     Names of Reporting Persons.

     

     Thomas O. Hicks

     2.  

     Check the Appropriate Box if a Member of a Group (See Instructions)

     

     (a) ☐  (b) ☒

     3.  

     SEC Use Only

     

     4.  

     Citizenship or Place of Organization

     

     United States

    Number of

    Shares  Beneficially 

    Owned by

    Each

    Reporting

    Person

    With:

        5.    

     Sole Voting Power

     

     0

        6.   

     Shared Voting Power

     

     2,407,656

        7.   

     Sole Dispositive Power

     

     0

        8.   

     Shared Dispositive Power

     

     2,407,656

     9.   

     Aggregate Amount Beneficially Owned by Each Reporting Person

     

     2,407,656

    10.  

     Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

     

     ☐

    11.  

     Percent of Class Represented by Amount in Row (9)

     

     7.5% (1)

    12.  

     Type of Reporting Person (See Instructions)

     

     IN, HC

     

    (1)

    Based upon 32,081,148 shares of Common Stock outstanding as of November 13, 2023, as disclosed in the issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, that was filed by the issuer with the U.S. Securities and Exchange Commission on November 14, 2023.


    Item 1.

     

      (a)

    Name of Issuer

    Better Choice Company Inc.

     

      (b)

    Address of Issuer’s Principal Executive Offices

    12400 Race Track Road

    Tampa, Florida 33626

     

     

     

    Item 2.

     

      (a)

    Name of Person Filing

    This statement is jointly filed by and on behalf of each of HEP Partners LLC, a Delaware limited liability company (“HEP Partners”), HH-Halo GP LLC, a Texas limited liability company (“HH-Halo LLC”), HH-Halo GP LP, a Delaware limited partnership (“HH-Halo GP”), HH-Halo LP, a Delaware limited partnership (“HH-Halo”), Mack H. Hicks, and Thomas O. Hicks (collectively referred to herein as the “Reporting Persons”). HH-Halo is the direct beneficial owner of record of all the securities covered by this statement. HEP Partners is the investment manager of, and may be deemed to indirectly beneficially own securities owned by, HH-Halo. Thomas O. Hicks is the managing member of, and may be deemed to indirectly beneficially own securities beneficially owned by, HEP Partners. HH-Halo GP is the general partner of, and may be deemed to indirectly beneficially own securities owned by, HH-Halo. HH-Halo LLC is the general partner of, and may be deemed to indirectly beneficially own securities beneficially owned by, HH-Halo GP. Mack H. Hicks is the manager of, and may be deemed to indirectly beneficially own securities beneficially owned by, HH-Halo LLC. HEP Partners and Thomas O. Hicks disclaim beneficial ownership of any securities beneficially owned by HH-Halo GP, HH-Halo LLC and Mack H. Hicks. HH-Halo GP, HH-Halo LLC and Mack H. Hicks disclaim beneficial ownership of any securities beneficially owned by HEP Partners and Thomas O. Hicks.

    Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.

    Each Reporting Person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the Reporting Persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any group with respect to the issuer or any securities of the issuer.

     

      (b)

    Address of Principal Business Office or, if none, Residence

    The address of the principal business office of each of the Reporting Persons is c/o HEP Partners LLC, 2200 Ross Avenue, Suite 5000, Dallas, Texas 75201.

     

      (c)

    Citizenship

    See Item 4 on the cover page(s) hereto.


      (d)

    Title of Class of Securities

    Common Stock, par value $0.001 per share (“Common Stock”).

     

      (e)

    CUSIP Number

    08771Y204

     

     

     

    Item 3.

    If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is:

     

    (a)    ☐    A broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
    (b)    ☐    A bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)    ☐    An insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)    ☐    An investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)    ☐    An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
    (f)    ☐    An employee benefit plan or endowment fund in accordance with §240.13d- 1(b)(1)(ii)(F);
    (g)    ☐    A parent holding company or control person in accordance with §240.13d- 1(b)(1)(ii)(G);
    (h)    ☐    A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)    ☐    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
    (j)    ☐    A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
    (k)    ☐    A group, in accordance with §240.13d-1(b)(1)(ii)(K).
    If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _______________

     

     

     

    Item 4.

    Ownership

     

      (a)

    Amount beneficially owned: See Item 9 on the cover page(s) hereto.

     

      (b)

    Percent of class: See Item 11 on the cover page(s) hereto.

     

      (c)

    Number of shares as to which such person has:

     

      (i)

    Sole power to vote or to direct the vote: See Item 5 on the cover page(s) hereto.

     

      (ii)

    Shared power to vote or to direct the vote: See Item 6 on the cover page(s) hereto.

     

      (iii)

    Sole power to dispose or to direct the disposition of: See Item 7 on the cover page(s) hereto.

     

      (iv)

    Shared power to dispose or to direct the disposition of: See Item 8 on the cover page(s) hereto.


     

     

    Item 5.

    Ownership of 5% or Less of a Class

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

     

     

     

    Item 6.

    Ownership of More than 5% on Behalf of Another Person

    Not Applicable

     

     

     

    Item 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

    Not Applicable

     

     

     

    Item 8.

    Identification and Classification of Members of the Group

    Not Applicable

     

     

     

    Item 9.

    Notice of Dissolution of Group

    Not Applicable

     

     

     

    Item 10.

    Certifications

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect other than activities solely in connection with a nomination under § 240.14a-11.

     

     

     


    SIGNATURE

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

    Date: February 14, 2024     HEP PARTNERS LLC
        By:  

    /s/ Thomas O. Hicks

        Name:   Thomas O. Hicks
        Title:   Managing Member
        HH-HALO GP LLC
        By:  

    /s/ Mack H. Hicks

        Name:   Mack H. Hicks
        Title:   Manager
        HH-HALO GP LP
        By:   HH-Halo GP LLC
        Its:   General Partner
        By:  

    /s/ Mack H. Hicks

        Name:   Mack H. Hicks
        Title:   Manager
        HH-HALO LP
        By:   HH-Halo GP LP
        Its:   General Partner
        By:   HH-Halo GP LLC
        Its:   General Partner
        By:  

    /s/ Mack H. Hicks

        Name:   Mack H. Hicks
        Title:   Manager
        Thomas O. Hicks
       

    /s/ Thomas O. Hicks

        Mack H. Hicks
       

    /s/ Mack H. Hicks


    EXHIBIT INDEX

     

    Exhibit

      

    Description of Exhibit

    99.1    Joint Filing Agreement (incorporated herein by refence to Exhibit 99.1 to the Schedule 13G filed on April 27, 2020, by the Reporting Persons with the U.S. Securities and Exchange Commission).
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      NEW YORK, Oct. 01, 2021 (GLOBE NEWSWIRE) -- Better Choice Company (NYSE:BTTR) (the "Company" or "Better Choice"), a pet health and wellness company, today announced that it has appointed two new members to its Board of Directors, Lionel Conacher and Arlene Dickinson. They will replace current serving directors, Lori Taylor and Jeff Davis, effective September 28, 2021. Lionel Conacher joins Better Choice with over thirty years of financial experience, spanning senior positions in public companies in both Canada and the US, investment banking, private equity and venture capital. Mr. Conacher currently serves as Chairman of DXL Group (NASDAQ:DXLG), where he has successfully guided the re

      10/1/21 8:01:00 AM ET
      $BTTR
      $DXLG
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    $BTTR
    Insider Purchases

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    • Director Conacher Lionel F. sold $1,086 worth of shares (635 units at $1.71) and bought $227,359 worth of shares (30,463 units at $7.46), decreasing direct ownership by 36% to 23,814 units (SEC Form 4)

      4 - Better Choice Co Inc. (0001471727) (Issuer)

      12/26/24 12:03:11 PM ET
      $BTTR
      Beverages (Production/Distribution)
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    • Young Michael was granted 1,120,370 shares and bought $2,578 worth of shares (20,000 units at $0.13) (SEC Form 4)

      4 - Better Choice Co Inc. (0001471727) (Issuer)

      2/5/24 9:59:03 PM ET
      $BTTR
      Beverages (Production/Distribution)
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    $BTTR
    Analyst Ratings

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    • Roth Capital initiated coverage on Better Choice Co with a new price target

      Roth Capital initiated coverage of Better Choice Co with a rating of Buy and set a new price target of $7.00

      7/26/21 9:27:22 AM ET
      $BTTR
      Beverages (Production/Distribution)
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    • DA Davidson initiated coverage on Better Choice Co with a new price target

      DA Davidson initiated coverage of Better Choice Co with a rating of Buy and set a new price target of $9.00

      7/15/21 12:02:45 PM ET
      $BTTR
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    $BTTR
    Financials

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    • Better Choice Company Cancels Previously Announced Stock Dividend

      TAMPA, Fla., April 25, 2025 (GLOBE NEWSWIRE) -- Better Choice Company, Inc. (NYSE:BTTR) ("Better Choice" or the "Company"), a pet health and wellness company, today announced that it is canceling the previously declared stock dividend of 0.35 per share for every 1 share held of common stock, which was previously announced on April 7, 2025. About Better Choice Company Inc. Better Choice Company Inc. is a rapidly growing pet health and wellness company committed to leading the industry shift toward pet products and services that help dogs and cats live healthier, happier, and longer lives. We take an alternative, nutrition-based approach to pet health relative to conventional dog and cat fo

      4/25/25 8:45:00 AM ET
      $BTTR
      Beverages (Production/Distribution)
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    • Better Choice Company Revises Record Date and Payment Date for Stock Dividend of 0.35 per Share

      TAMPA, Fla., April 17, 2025 (GLOBE NEWSWIRE) -- Better Choice Company, Inc. (NYSE:BTTR) ("Better Choice" or the "Company"), a pet health and wellness company, announced on April 7, 2025 that its Board of Directors has approved a stock dividend of 0.35 per share for every 1 share held of common stock, and announced on April 8, 2025 that the payable date of the stock dividend had been changed from April 17, 2025 to April 21, 2025. As a result of ongoing consideration by the Board of Directors, the payable date for the stock dividend has been changed from April 21, 2025 to April 29, 2025. The record date for determining the stockholders entitled to receive the stock dividend has been changed

      4/17/25 9:15:00 AM ET
      $BTTR
      Beverages (Production/Distribution)
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    • Better Choice Sells Halo's Business in Asia for $8.1 Million in Total Gross Proceeds Including $6.5 Million in Cash Up Front, the Equivalent of $3.34 Per Share

      TAMPA, Fla., April 16, 2025 (GLOBE NEWSWIRE) -- Better Choice Company, Inc. (NYSE:BTTR) ("Better Choice" or the "Company"), a pet health and wellness company, is pleased to announce that its wholly-owned subsidiary, Halo, Purely for Pets, Inc. ("Halo"), successfully completed the sale of its Asian business, to CZC Company LTD (the "Buyer") for total gross proceeds of $8.1 million including $6.5 million, or $3.34 per share based on 2,422,005 shares outstanding as of March 25, 2025, in cash, along with a 5-year royalty agreement. This guarantees a minimum total royalty payment of $1.65 million, based on a 3% royalty on sales over the next five years, with a minimum annual payment of $330,000

      4/16/25 8:45:00 AM ET
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    $BTTR
    Large Ownership Changes

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    • Amendment: SEC Form SC 13G/A filed by Better Choice Company Inc.

      SC 13G/A - Better Choice Co Inc. (0001471727) (Subject)

      11/14/24 9:16:47 AM ET
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    • SEC Form SC 13G filed by Better Choice Company Inc.

      SC 13G - Better Choice Co Inc. (0001471727) (Subject)

      8/9/24 4:52:02 PM ET
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    • SEC Form SC 13G/A filed by Better Choice Company Inc. (Amendment)

      SC 13G/A - Better Choice Co Inc. (0001471727) (Subject)

      2/14/24 11:03:27 AM ET
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    SEC Filings

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    • Better Choice Company Inc. filed SEC Form 8-K: Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

      8-K - SRx Health Solutions, Inc. (0001471727) (Filer)

      4/30/25 5:31:18 PM ET
      $BTTR
      Beverages (Production/Distribution)
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    • Better Choice Company Inc. filed SEC Form 8-K: Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

      8-K - SRx Health Solutions, Inc. (0001471727) (Filer)

      4/29/25 5:30:14 PM ET
      $BTTR
      Beverages (Production/Distribution)
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    • Better Choice Company Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

      8-K - SRx Health Solutions, Inc. (0001471727) (Filer)

      4/25/25 5:05:27 PM ET
      $BTTR
      Beverages (Production/Distribution)
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