Item Regulation 7.01 FD Disclosure. On February 20, 2026, Outdoor Holding Company (the “Company”) issued a press release disclosing the Settlement Agreement (as defined below) and related matters. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.…
Filed Feb 23, 2026Accepted Feb 23, 2026, 3:05 AM ESTCIK 1015383Accession 0001493152-26-007686
AMMO, Inc., the publicly traded parent of GunBroker.com has been rebranded to Outdoor Holding Company, now the sole owner of Outdoors Online, LLC, and operator of GunBroker.com, the largest online marketplace dedicated to firearms, hunting, shooting and related products. Third-party sellers list items on the site and Federal and state laws govern the sale of firearms and other restricted items. Ownership policies and regulations are followed using licensed firearms dealers as transfer agents. Launched in 1999, the GunBroker.com website is an informative, secure and safe way to buy and sell firearms, ammunition, shooting accessories and outdoor gear online. GunBroker promotes responsible ownership of guns and firearms. For more information, visit: www.gunbroker.com.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item Regulation
7.01 FD Disclosure.
On
February 20, 2026, Outdoor Holding Company (the “Company”) issued a press release disclosing the Settlement Agreement (as
defined below) and related matters. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The
information in this Item 7.01, including Exhibit 99.1, is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject
to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act or
the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01Item 8.01 - Other Events
Item Other
8.01. Information.
On
February 20, 2026, the Company and its wholly owned subsidiary, Outdoors Online, LLC (d/b/a GunBroker.com) (“Outdoors Online”),
entered into a Settlement Agreement and Mutual Release (the “Settlement Agreement”) with Innovative Computer Professionals,
Inc., d/b/a Digital Cash Processing (“DCP”), resolving the previously disclosed litigation pending in the United States District
Court for the District of Minnesota (the “DCP Litigation”).
The
DCP Litigation arose from a dispute concerning a prior payment processing and services agreement between DCP and Outdoors Online, including
alleged obligations under certain termination and break-up fee provisions of that agreement. The Company and Outdoors Online have denied,
and continue to deny, all allegations of liability or wrongdoing asserted in the DCP Litigation.
Settlement
Agreement
Under
the terms of the Settlement Agreement, the Company agreed to pay DCP an aggregate amount of $4.4 million (the “Settlement Amount”)
on or before February 27, 2026, in full and final settlement of all claims asserted or that could have been asserted relating to the
subject matter of the DCP Litigation. Upon payment of the Settlement Amount, the parties have agreed to file a joint stipulation dismissing
the DCP Litigation with prejudice. The Settlement Agreement provides for customary mutual releases pursuant to which each party releases
the other party from claims relating to the matters at issue in the DCP Litigation. Such mutual releases cover the named parties and
their affiliates, but such releases do not extend to unaffiliated third parties or contractors of the named parties and their affiliates.
The Settlement Agreement also contains customary representations, warranties, and covenants typical of agreements of this nature, including
confidentiality provisions, subject to the Company’s obligations under applicable securities laws.
The
Settlement Agreement expressly provides that such agreement represents a compromise of disputed claims and does not constitute an admission
of liability by the Company or Outdoors Online, all of which are expressly denied.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm
EX-99.1
2
ex99-1.htm
EX-99.1
Exhibit
99.1
Outdoor
Holding Company Reaches Settlement with Digital Cash Processing
Atlanta,
GA., February 23, 2026 (GLOBE NEWSWIRE) - Outdoor Holding Company (Nasdaq: POWW, POWWP) (“OHC,” “we,”
“us,” “our” or the “Company”), the owner of GunBroker.com, the largest online marketplace for firearms,
hunting and related products, today announced that it has entered into a settlement agreement with Innovative Computer Professionals,
Inc., d/b/a Digital Cash Processing (“DCP”), resolving the previously disclosed litigation pending in the United States District
Court for the District of Minnesota.
Under
the terms of the agreement, the Company agreed to pay $4.4 million in full and final settlement of the matter. Upon payment, the parties
will file a dismissal with prejudice. The agreement includes customary mutual releases, but does not release certain non-affiliate third-party
contractors. The settlement does not constitute an admission of liability or wrongdoing by the Company or its subsidiary.
After
careful evaluation, the Board of Directors determined that resolving the matter at this stage eliminates ongoing uncertainty and substantial
future l…