What changed in this filing

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Item 5. Other Information

2020-09-14 compared with 2020-05-27 · 56 added, 41 removed, 24 unchanged (80% of the section changed)

Other Information

and Restated Exclusive Distribution Agreement

May 21, 2020, we entered into the A&R Distribution Agreement with Bidi, which amended and restated that certain Exclusive

Distribution Agreement, dated March 9, 2020, previously entered into by Bidi and us.

The A&R Distribution Agreement clarified

certain provisions as to when risk of loss and title transfer to us, the shipping procedures for the Products purchased from Bidi,

as well as other matters.

and Restated Non-Exclusive Sub-Distribution Agreements

May 21, 2020, we entered into an A&R Sub-Distribution Agreement with Favs Business, LLC (“Favs”), which amended

and restated that certain Non-Exclusive Sub-Distribution Agreement, dated April 3, 2020, previously entered into by Favs and us.

The A&R Sub-Distribution Agreement clarified certain provisions as to when risk of loss and title transfer with respect to

the Products purchased by Favs, the shipping procedures for the Products purchased pursuant to the A&R Sub-Distribution Agreement,

as well as other matters.

2020, we entered into an A&R Sub-Distribution Agreement with Colonial Wholesale Distributing, Inc.

(“Colonial”),

which amended and restated that certain Non-Exclusive Sub-Distribution Agreement, dated April 11, 2020, previously entered into

by Colonial and us.

The A&R Sub-Distribution Agreement clarified certain provisions as to when risk of loss and title transfer

with respect to Products purchased by Colonial, the shipping procedures for the Products purchased pursuant to the A&R Sub-Distribution

Agreement, as well as other matters.

The foregoing descriptions do not purport to

be complete and are qualified in their entirety by the full text of such A&R Distribution Agreement and the A&R Sub-Distribution

Agreements, which are filed as Exhibits 10.5, 10.6, and 10.7, respectively, to this Quarterly Report and is incorporated herein

by reference.

following exhibits are filed herewith as a part of this Quarterly Report.

Restated Certificate of Incorporation, which was filed as Exhibit 3.1 to our Registration Statement on Form 10-12G filed with the Securities and Exchange Commission on March 25, 2019, and is incorporated herein by reference thereto.

Bylaws, which were filed as Exhibit 3.2 to our Registration Statement on Form 10-12G filed with the Securities and Exchange Commission on February 19, 2019, and is incorporated herein by reference thereto.

Certificate of Ownership and Merger, as filed with the Secretary of State of the State of Delaware on June 20, 2019, which was filed as Exhibit 3.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 15, 2019, and is incorporated herein by reference thereto.

Certificate of Correction, as filed with the Secretary of State of the State of Delaware on July 15, 2019, which was filed as Exhibit 3.2 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 15, 2019, and is incorporated herein by reference thereto.

Exclusive Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Bidi Vapor LLC, dated March 9, 2020, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 9, 2020, and is incorporated herein by reference thereto.

Service Agreement by and between Kaival Brands Innovations Group, Inc.

and QuikfillRx LLC, dated March 31, 2020, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 1, 2020, and is incorporated herein by reference thereto.

Non-Exclusive Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Favs Business, LLC, dated April 3, 2020, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 6, 2020, and is incorporated herein by reference thereto.

Non-Exclusive Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Colonial Wholesale Distributing Inc., dated April 11, 2020, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 13, 2020, and is incorporated herein by reference thereto.

Amended and Restated Exclusive Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Bidi Vapor LLC, dated May 21, 2020, which is filed herewith.(1)

Certificate of Incorporation, which was filed as Exhibit 3.1 to our Registration Statement on Form 10-12G filed with the Securities

and Exchange Commission on March 25, 2019, and is incorporated herein by reference thereto.

which were filed as Exhibit 3.2 to our Registration Statement on Form 10-12G filed with the Securities and Exchange Commission

on February 19, 2019, and is incorporated herein by reference thereto.

of Ownership and Merger, as filed with the Secretary of State of the State of Delaware on June 20, 2019, which was filed as

Exhibit 3.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 15, 2019, and is incorporated

herein by reference thereto.

of Correction, as filed with the Secretary of State of the State of Delaware on July 15, 2019, which was filed as Exhibit

3.2 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 15, 2019, and is incorporated

herein by reference thereto.

of Designation of the Preferences, Rights, and Limitations of the Series A Preferred Stock, as filed with the Secretary of

State of the State of Delaware on August 19, 2020, which was filed as Exhibit 3.1 to our Current Report on Form 8-K filed

with the Securities and Exchange Commission on August 21, 2020, and is incorporated herein by reference thereto.

Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Bidi Vapor LLC, dated March 9, 2020, which

was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 9,

2020, and is incorporated herein by reference thereto.

Agreement by and between Kaival Brands Innovations Group, Inc.

and QuikfillRx LLC, dated March 31, 2020, which was filed as

Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 1, 2020, and is

incorporated herein by reference thereto.

Amendment to Service Agreement by and between Kaival Brands Innovations Group, Inc.

and QuikfillRx LLC, dated June 2, 2020,

which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on

June 3, 2020, and is incorporated herein by reference thereto.

Non-Exclusive

Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Favs Business, LLC, dated April 3, 2020,

which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April

6, 2020, and is incorporated herein by reference thereto.

Non-Exclusive

Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Colonial Wholesale Distributing Inc.,

dated April 11, 2020, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange

Commission on April 13, 2020, and is incorporated herein by reference thereto.

and Restated Exclusive Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Bidi Vapor LLC, dated

May 21, 2020, which was filed as Exhibit 10.5 to our Form 10-Q filed with the Securities and Exchange Commission on May 27,

2020, and is incorporated herein by reference thereto.

Amended and Restated Non-Exclusive Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Favs Business, LLC, dated May 21, 2020, which is filed herewith.(1)

Amended and Restated Non-Exclusive Non-Exclusive Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Colonial Wholesale Distributing Inc., dated May 25, 2020, which is filed herewith.

and Favs Business, LLC, dated May 21, 2020, which was filed as Exhibit 10.6 to our Form 10-Q filed with the Securities and Exchange Commission on May 27, 2020, and is incorporated herein by reference thereto.

Amended and Restated Non-Exclusive Sub-Distribution Agreement by and between Kaival Brands Innovations Group, Inc.

and Colonial Wholesale Distributing Inc., dated May 25, 2020, which was filed as Exhibit 10.7 to our Form 10-Q filed with the Securities and Exchange Commission on May 27, 2020, and is incorporated herein by reference thereto.

Cancellation and Exchange Agreement, by and between the Company and Kaival Holdings, LLC, dated August 19, 2020, which was

filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 21, 2020,

and is incorporated herein by reference thereto.

2020 Stock and Incentive Compensation Plan, which was filed as Exhibit 10.2 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 3, 2020, and is incorporated herein by reference thereto.

Form of Restricted Stock Unit Agreement by and between Kaival Brands Innovations Group, Inc.

and Nirajkumar Patel, which was filed as Exhibit 10.3 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 3, 2020, and is incorporated herein by reference thereto.

Form of Restricted Stock Unit Agreement by and between Kaival Brands Innovations Group, Inc.

and Eric Mosser, which was filed as Exhibit 10.4 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 3, 2020, and is incorporated herein by reference thereto.

Form of Restricted Stock Unit Agreement by and between Kaival Brands Innovations Group, Inc.

and Nirajkumar Patel, which was filed as Exhibit 10.5 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 3, 2020, and is incorporated herein by reference thereto.

Form of Restricted Stock Unit Agreement by and between Kaival Brands Innovations Group, Inc.

and Eric Mosser, which was filed as Exhibit 10.6 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on June 3, 2020, and is incorporated herein by reference thereto.

Lease Agreement by and between Kaival Brands Innovations Group, Inc., and Just Pick, LLC, dated July 15, 2020*

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934*

16 unchanged sentences

BRANDS INNOVATIONS GROUP, INC.

May [__] , 2020

September 14, 2020

Nirajkumar Patel

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information