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- 2.1 Agreement and Plan of Merger, Dated April 7, 2014, by and Among Oro Capital Corporation, Synergy Merger Sub, Inc. and Synergy Strips Corp
- 2.2 Asset Purchase Agreement, Dated January 16, 2015, by and Among Synergy Strips Corp.; Factor Nutrition Labs, LLC; Vita Partners, LLC, RPR Partners, LLC, and Thor Associates, Inc
- 2.3 Asset Purchase Agreement, Dated June 26, 2015, by and Between Neuragen Corp. and Knight Therapeutics, Inc
- 3.1 Articles of Incorporation, As Amended
- 3.2 Bylaws
- 3.3 Amendment to Bylaws
- 3.4 Form of Amended and Restated Bylaws, to Be In Effect Upon Consummation of This Offering
- 10.1 Sales and Marketing Consultant and Distribution Agreement, Dated April 2, 2014, Between Synergy Strips Corp. and Kenek Brands Inc
- 10.2 Loan Agreement, Dated January 22, 2015, Between Knight Therapeutics (Barbados) Inc. and Synergy Strips Corp
- 10.3 Distribution, License and Supply Agreement, Dated January 22, 2015, by and Between Synergy Strips Corp. and Knight Therapeutics (Barbados) Inc
- 10.4 Synergy Strips Corp. 2014 Stock Incentive Plan
- 10.5 Synergy CHC Corp. 2024 Equity Incentive Plan
- 10.6 Contribution Agreement, Dated August 18, 2015, Among Hand MD, LLC, Principal Owners As Listed Therein, Synergy CHC Corp. and Hand MD Corp
- 10.7 Intellectual Property License Agreement, Dated August 18, 2015, by and Between Synergy CHC Corp. and Hand MD Corp
- 10.8 Stock Purchase Agreement, Dated November 12, 2015, by and Among Breakthrough Products, Inc., Urx Acquisition Trust, Jordan Eisenberg, Other Shareholders As Listed Therein and Synergy CHC Corp
- 10.9 Share Purchase Agreement, Dated November 15, 2015, Between TPR Investments Pty LTD Can 128 396 654 As Trustee for Polmear Family Trust, Timothy Polmear and Rebecca Polmear, Nomadchoice Pty Limited Acn 160 729 939 Trading As Flat Tummy Tea and Synergy
- 10.10 First Amendment to Loan Agreement, Dated November 12, 2015, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.11 Amendment to First Amendment Agreement, Dated December 3, 2015, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.12 Amendment and Confirmation Agreement, Dated December 3, 2015, by and Among Knight Therapeutics (Barbados) Inc., Nomad Choice Pty LTD., Synergy CHC Corp. and Breakthrough Products, Inc
- 10.13 Settlement and Release Agreement, Dated December 17, 2015, by and Between Synergy CHC Corp., the Former Shareholders of Breakthrough Products, Inc. and Urx Acquisition Trust on Its Own Behalf and As Representative of Certain Shareholders
- 10.14 Hand MD Distribution Agreement (Canada), Dated December 23, 2016, Between Knight Therapeutics Inc. and Synergy CHC Corp
- 10.15 Focusfactor Distribution Agreement (Canada), Dated December 23, 2016, Between Knight Therapeutics Inc. and Synergy CHC Corp
- 10.16 Asset Purchase Agreement, Dated June 21, 2017, Among Synergy CHC Corp., Perfekt Beauty Holdings LLC and CDG Holdings, LLC
- 10.17 Amended and Restated Loan Agreement, Dated August 9, 2017, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.18 First Amendment to Amended and Restated Loan Agreement, Dated May 14, 2018, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.19 Second Amendment to Amended and Restated Loan Agreement, Dated March 27, 2019, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.20 Third Amendment Agreement, Dated May 8, 2020, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.21 Fourth Amendment Agreement, Dated July 7, 2022, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.22 Fifth Amendment Agreement, Dated September 30, 2023, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.23 Sixth Amendment Agreement, Dated June 6, 2024, Between Knight Therapeutics (Barbados) Inc. and Synergy CHC Corp
- 10.24 Distribution Agreement (Canada), Dated February 15, 2016, Between Knight Therapeutics Inc. and Nomad Choice Pty LTD
- 10.25 Distribution Agreement (Remaining Territories), Dated February 15, 2016, Between Knight Therapeutics (Barbados) Inc. and Nomad Choice Pty LTD
- 10.26 Distribution Agreement (Canada), Dated January 1, 2017, Between Knight Therapeutics Inc. and Sneaky Vaunt Corp
- 10.27 Distribution Agreement (Remaining Territories), Dated January 1, 2017, Between Knight Therapeutics (Barbados) Inc. and Sneaky Vaunt Corp
- 10.28 Costco Wholesale Basic Vendor Agreement, Dated October 9, 2009, Between Factor Nutrition Labs LLC and Costco Wholesale Corporation
- 10.29 Supplier Agreement by and Among Factor Nutrition Labs LLC and Wal-mart Stores, Inc., Wal-mart Stores East, LP, Wal-mart Stores East, Inc., Wal-mart Stores Texas, LP, Sam's West, Inc., and Sam's East, Inc
- 10.30 Master Vendor Agreement, Dated July 26, 2022, Between Iherb, LLC and Synergy CHC Corp
- 10.31 Merchant Loan Agreement, Dated January 29, 2024, Between Webbank and Synergy CHC Corp
- 10.32 Merchant Loan Agreement, Dated May 1, 2024, Between Webbank and Synergy CHC Corp
- 10.33 Promissory Note, Dated February 10, 2022, by Synergy CHC Corp. In Favor of Don Sanders
- 10.34 Form of Securities Purchase Agreement, Dated March 8, 2022, by and Between Synergy CHC Corp. and the Purchasers Identified on the Signature Pages Thereto
- 10.35 Form of Senior Subordinated Debenture Due September 8, 2022
- 10.36 Modification Agreement, Dated June 14, 2023, by and Among Sanders Morris Harris, LLC, MR. Don A. Sanders and Synergy CHC Corp
- 10.37 Modification Agreement, Dated March 31, 2024, by and Among Sanders Morris Harris, LLC, Don A. Sanders and Synergy CHC Corp
- 10.38 Form of Indemnification Agreement
- 14.1 Code of Business Ethics and Conduct
- 21.1 List of Subsidiaries of the Registrant
- 23.1 Consent of RBSM LLP
- 99.1 Clawback Policy
- 99.2 Consent of Nitin Kaushal to Be Listed As a Director Nominee
- 99.3 Consent of Scott Woodburn to Be Listed As a Director Nominee
- EX-FILING FEES Filing Fee Table
- 23 Oct 24 424B4 Prospectus supplement with pricing info
- 23 Oct 24 EFFECT Notice of effectiveness
- 15 Oct 24 S-1/A IPO registration (amended)
- 10 Oct 24 S-1/A IPO registration (amended)
- 16 Sep 24 S-1/A IPO registration (amended)
- 9 Sep 24 S-1/A IPO registration (amended)
- 28 Aug 24 S-1/A IPO registration (amended)
- 13 Aug 24 S-1/A IPO registration (amended)
- 29 Jul 24 S-1/A IPO registration (amended)
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28 Jun 24 S-1 IPO registration
Exhibit 3.3
AMENDMENT TO
BYLAWS OF SYNERGY STRIPS CORP.
THIS AMENDMENT to the Bylaws of Synergy Strips Corp. (the “Corporation”) is dated as of the 22nd day of June 2015.
WHEREAS, the Board of Directors and shareholders of the Corporation have adopted the Bylaws of Synergy Strips Corp. (as amended, the “Bylaws”); and
WHEREAS, pursuant to Article X.01 of the Bylaws, the Bylaws may be amended by a majority of the Corporation’s Board of Directors (the “Board”) and the Board has approved amending the Bylaws to allow action by written consent of a majority of the shareholders.
NOW, THEREFORE, the Bylaws have been amended as follows:
1. | Article III shall be amended as follows: | |
“Any corporate action required by the Articles of Incorporation, Bylaws, or the laws under which this Corporation is formed, to be voted upon or approved at a duly called meeting of the Directors or shareholders may be accomplished without a meeting if a written memorandum of the respective Directors or shareholders, setting forth the action so taken, shall be signed by all the Directors or shareholders holding a majority of the voting capital stock, as the case may be.” |
IN WITNESS WHEREOF, the undersigned hereby certifies that this Amendment was duly adopted by the Board of Directors.
SYNERGY STRIPS CORP. | |
/s/ Jack Ross | |
Jack Ross, President, Chief Executive Officer, Chief Financial Officer, Secretary |