POW / Powered Brands - Class A - SEC Filings, Annual Report, Proxy Statement

Powered Brands - Class A
US ˙ NASDAQ ˙ KYG7209M1087
THIS SYMBOL IS NO LONGER ACTIVE

Basic Stats
CIK 1829427
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Powered Brands - Class A
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
February 14, 2023 SC 13G/A

POW / Powered Brands Class A / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm234574-29sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Powered Brands (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (the “Shares

February 14, 2023 SC 13G

POW / Powered Brands Class A / GLAZER CAPITAL, LLC Passive Investment

SC 13G 1 pow20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Powered Brands (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G7209M108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

February 10, 2023 SC 13G

POW / Powered Brands Class A / Weiss Asset Management LP Passive Investment

Converted by EDGARwiz =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

February 9, 2023 SC 13G/A

POW / Powered Brands Class A / MILLENNIUM MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) POWERED BRANDS (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G7209M108 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate t

January 23, 2023 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 001-39847 Commission File Number Powered Brands (Exact name of registrant as specified in its chart

December 27, 2022 8-K

Financial Statements and Exhibits, Other Events

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 27, 2022 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation) (Commission

December 27, 2022 EX-99.1

Powered Brands Will Redeem Public Shares

Exhibit 99.1 Powered Brands Will Redeem Public Shares New York, NY, December 27, 2022 ? Powered Brands (the ?Company?) (NASDAQ: POWRU, POW, POWRW), a special purpose acquisition company, today announced that it will redeem all of its outstanding Class A ordinary shares, par value $0.0001 per share (the ?Public Shares?), effective as of the close of business on January 12, 2023, because the Company

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number:

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

May 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 18, 2022 SC 13G

POW / Powered Brands Class A / MILLENNIUM MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 POWERED BRANDS (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G7209M108 (CUSIP Number) APRIL 12, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to w

March 31, 2022 EX-4.5

Description of Securities.*

Exhibit 4.5 ?DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Powered Brands (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference as an exhibit to

March 31, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 POWERED BRANDS (Exact name of registrant as specified in its charter) Cayman Island

March 11, 2022 EX-10.2

Administrative Services Agreement by and between the Registrant and PB Management, dated as of October 15, 2021.

EXHIBIT 10.2 ? ADMINISTRATIVE SERVICES AGREEMENT ? This Administrative Services Agreement (?Agreement?) is effective as of October 15, 2021 (the ?Effective Date?), by and between Powered Brands, a Cayman Islands exempted company (?Company?) and PB Management, a Cayman Islands limited liability company (?Service Provider? and together with Company, the ?Parties? and each a ?Party?). ? 1. SERVICES.

March 11, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 202

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 4, 2022 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2022 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation or organi

February 14, 2022 SC 13G/A

POW / Powered Brands Class A / Sculptor Capital LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* POWERED BRANDS (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7209M108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

February 14, 2022 SC 13G/A

POW / Powered Brands Class A / CITADEL ADVISORS LLC - POWERED BRANDS Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Powered Brands (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (the ?Shares?) (Title of Class of Securities) G7209M10

January 20, 2022 EX-10.2

Indemnification Agreement, dated January 19, 2022, between the Company and Ms. Montgomery.

EX-10.2 3 tm222947d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of January 19, 2022 between Powered Brands, a Cayman Islands exempted company (the “Company”), and Neela Montgomery (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve companies and corpora

January 20, 2022 EX-10.4

Joinder Agreement, dated January 19, 2022, between the Company, the Sponsor and Ms. Montgomery.

Exhibit 10.4 Powered Brands Registration and Shareholder Rights Agreement Joinder By executing and delivering this signature page, Neela Montgomery (the ?Participant?) hereby acknowledges and agrees that she has been awarded 45,000 restricted stock units of Powered Brands (the ?Company?), pursuant to that certain Director Restricted Stock Unit Award Agreement, dated as of January 19, 2022, as may

January 20, 2022 EX-10.1

Letter Agreement, dated January 19, 2022, between the Company and Ms. Montgomery.

Exhibit 10.1 Powered Brands 292 Madison Ave., Fl. 8 New York, NY 10017 Re: Director Appointment Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in connection with your appointment to the board of directors of Powered Brands, a Cayman Islands exempted company (the ?Company?). Reference is made to that certain letter agreement, dated January 12, 2021 among the C

January 20, 2022 EX-10.3

Restricted Stock Unit Award Agreement, dated January 19, 2022, between the Company and Ms. Montgomery.

Exhibit 10.3 POWERED BRANDS DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT This Director Restricted Stock Unit Award Agreement (this ?RSU Award Agreement?), dated as of January 19, 2022 (the ?Grant Date?), is made by and between Powered Brands, an exempted company incorporated under the laws of the Cayman Islands (the ?Company?), and Neela Montgomery (the ?Participant?). The terms of this RSU Awar

January 20, 2022 8-K

Financial Statements and Exhibits, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2022 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation or org

December 1, 2021 SC 13G

POWERED BRANDS / Sculptor Capital LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* (Name of Issuer) POWERED BRANDS (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7209M124 (CUSIP Number) November 24, 2021 (Date of Event Which Requires Filing of this Statement) Check the approp

November 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPO

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 15, 2021 EX-10.2

Administrative Services Agreement by and between the Registrant and PB Management, dated as of October 15, 2021.

EXHIBIT 10.2 ? ADMINISTRATIVE SERVICES AGREEMENT ? This Administrative Services Agreement (?Agreement?) is effective as of October 15, 2021 (the ?Effective Date?), by and between Powered Brands, a Cayman Islands exempted company (?Company?) and PB Management, a Cayman Islands limited liability company (?Service Provider? and together with Company, the ?Parties? and each a ?Party?). ? 1. SERVICES.

September 2, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2021 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation or orga

September 2, 2021 EX-10.1

Employment Agreement by and between Mito Yamada, the Registrant, PB Management, and PB Management II, Inc., dated as of August 30, 2021.(3)

Exhibit 10.1 Execution Version EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is entered into as of the 30th day of August, 2021, by and between Mito Yamada (the ?Executive?), and PB Management II, Inc., a Delaware corporate (the ?Company?; the Executive and the Company are collectively referred to as the ?Relationship Parties?), Powered Brands, a Cayman Island exempted company (

September 2, 2021 EX-99.1

Powered Brands Adds Mito Yamada, Former Shiseido Executive, as Chief Operating Officer and Director

EX-99.1 3 tm2126841d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Powered Brands Adds Mito Yamada, Former Shiseido Executive, as Chief Operating Officer and Director NEW YORK, August 31, 2021— Powered Brands (Nasdaq: POW, POWRU, POWRW) (the “Company”) announces today that Mito Yamada has joined Powered Brands as Chief Operating Officer and member of its Board of Directors, effective August 30, 2021. Ms. Y

August 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PU

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 4, 2021 EX-99.1

Powered Brands Announces It Has Regained Compliance with Nasdaq Listing Requirements

Exhibit 99.1 Powered Brands Announces It Has Regained Compliance with Nasdaq Listing Requirements NEW YORK, June 3, 2021? Powered Brands (Nasdaq: POW, the ?Company?) announced today that it has regained compliance with Nasdaq Stock Market LLC (?Nasdaq?) Listing Rule 5250(c)(1) (the ?Rule?) after filing its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the ?Form 10-Q?) with th

June 4, 2021 8-K

Financial Statements and Exhibits, Other Events, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 28, 2021 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation) (Commission File Number) (I.

June 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT P

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 17, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-39847 Commission File Number (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q and Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on

March 30, 2021 EX-4.5

Description of the Registrant’s Securities.*

Exhibit 4.5 ? DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Powered Brands (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference as an exhibit t

March 30, 2021 EX-14.1

Code of Ethics*

Exhibit 14.1 Powered Brands Code of Business Conduct and Ethics Introduction Purpose and Scope The Board of Directors (the “Board of Directors”) of Powered Brands (the “Company”) established this Code of Business Conduct and Ethics to aid the Company’s directors, officers, employees and certain designated agents in making ethical and legal decisions when conducting the Company’s business and perfo

March 30, 2021 10-K

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 POWERED BRANDS (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-157

March 3, 2021 EX-99.1

POWERED BRANDS SECURITIES TO COMMENCE SEPARATE TRADING

Exhibit 99.1 POWERED BRANDS SECURITIES TO COMMENCE SEPARATE TRADING NEW YORK, New York (March 2, 2021) ? Powered Brands (Nasdaq: POWRU) (the ?Company?) announced today that separate trading of its common stock and warrants underlying the Company?s units would commence on or about March 3, 2021. The common stock and warrants will trade under the symbols ?POW? and ?POWRW?, respectively. Units not se

March 3, 2021 8-K

Financial Statements and Exhibits, Other Events

8-K 1 tm218339d18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2021 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdi

February 12, 2021 SC 13G

February 2, 2021

SC 13G 1 tm214737d43sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Powered Brands (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G7209M124** (CUSIP Number) February 2, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule

February 12, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 tm214737d43ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A ordinary shares of Powered Brands, a Cayman Islands exempted company, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Ex

January 19, 2021 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2021 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 001-39847 98-1570855 (State or other jurisdiction of incorporation or org

January 19, 2021 EX-99.1

POWERED BRANDS Index to Financial Statement

Exhibit 99.1 POWERED BRANDS Index to Financial Statement Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Powered Brands Opinion on the Financial Statement We have audited the accompanying balance sheet of Powered Brands (the "Compa

January 12, 2021 EX-10.1

Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.(1)

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 7, 2021 by and between Powered Brands, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-25161

January 12, 2021 EX-1.1

Underwriting Agreement, by and between the Registrant and Credit Suisse Securities (USA) LLC, as representative of the several underwriters.

Exhibit 1.1 $240,000,000 24,000,000 Units Powered Brands UNDERWRITING AGREEMENT January 7, 2021 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 As Representative of the several Underwriters Ladies and Gentlemen: Powered Brands, a Cayman Islands exempted company (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedu

January 12, 2021 EX-10.4

Letter Agreement between the Registrant, the Sponsor and each director, officer and equityholder of the Registrant.(1)

Exhibit 10.4 January 12, 2021 Powered Brands 292 Madison Ave., Fl. 8 New York, NY 10017 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities

January 12, 2021 EX-3.1

Amended and Restated Memorandum and Articles of Association (1)

Exhibit 3.1 Companies Law (as revised) Company Limited by Shares AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF POWERED BRANDS Adopted by special resolution EFFECTIVE on January 7, 2021 Companies Law (as revised) Company Limited by ShareS Amended and Restated Memorandum of Association of POWERED BRANDS Adopted by special resolution on January 7, 2021 1 The name of the Company is Po

January 12, 2021 EX-4.1

Warrant Agreement, between Continental Stock Transfer & Trust Company and the Registrant. (1)

Exhibit 4.1 WARRANT AGREEMENT Powered Brands and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January 7, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated January 7, 2021, is by and between Powered Brands, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). WHERE

January 12, 2021 EX-10.2

Registration and Shareholder Rights Agreement among the Registrant, the Sponsor and the Holders signatory thereto.(1)

Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of January 12, 2021, is made and entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”), PB Management, a Cayman Islands exempted limited liability company (the “Sponsor”, and together with any person or entity who hereafter

January 12, 2021 EX-10.3

Private Placement Warrant Agreement between the Registrant and the Sponsor.(1)

Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 7, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”) and PB Management, a Cayman Islands limited liability company

January 12, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 tm212701d18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2021 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporat

January 11, 2021 424B4

PROSPECTUS Powered Brands 24,000,000 Units

424B4 1 tm2033952-12424b4.htm 424B4 TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(4)  Registration No. 333-251610 PROSPECTUS $240,000,000 Powered Brands 24,000,000 Units Powered Brands is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganizat

January 7, 2021 S-1MEF

- S-1MEF

S-1MEF 1 tm212109d1s1mef.htm S-1MEF As filed with the Securities and Exchange Commission on January 7, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Powered Brands (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1570855 (State or other jurisdiction of

January 5, 2021 CORRESP

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Powered Brands 292 Madison Avenue, Fl. 8 New York, NY 10017 January 5, 2021 VIA EDGAR Office of Energy & Transportation Division of Corporation Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Attention: Karina Dorin Re: Powered Brands Acceleration Request for Registration Statement on Form S-1 File No. 333-251610 Requested Date: January 7, 2021 Requested

January 5, 2021 8-A12B

- 8-A12B

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Powered Brands (Exact Name of Registrant as Specified in Its Charter) Cayman Islands 98-1570855 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 292 Madison Avenue, Fl. 8 New

January 5, 2021 CORRESP

-

January 5, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

January 4, 2021 EX-3.1

Amended and Restated Memorandum and Articles of Association.*

EX-3.1 3 tm2033952d6ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 Powered Brands (the "Company") Written Resolutions of the Member of the Company The undersigned, being all of the members of the Company entitled to receive notice of, attend and vote at general meetings of the Company, hereby pass the following resolutions in accordance with the Company’s articles of association: 1 Amendment of Authorised Shar

January 4, 2021 EX-3.2

Companies Law (as revised) Company Limited by Shares AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION POWERED BRANDS Adopted by special resolution EFFECTIVE on [ ] 2021 Companies Law (as revised) Company Limited by ShareS Amended and Resta

Exhibit 3.2 Companies Law (as revised) Company Limited by Shares AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF POWERED BRANDS Adopted by special resolution EFFECTIVE on [ ] 2021 Companies Law (as revised) Company Limited by ShareS Amended and Restated Memorandum of Association of POWERED BRANDS Adopted by special resolution on [ ] 2021 1 The name of the Company is Powered Brands 2

January 4, 2021 CORRESP

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Goodwin Procter LLP 601 Marshall Street Redwood City, CA 94063 T: 650.752.3100 F: 650.472.6021 goodwinprocter.com January 4, 2021 VIA EDGAR and federal express Office of Energy & Transportation Division of Corporation Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: Powered Brands Registration Statement on Form S-1 File No. 333-251610 Ladies and Gentle

January 4, 2021 EX-1.1

Form of Underwriting Agreement.*

EX-1.1 2 tm2033952d6ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 $200,000,000 20,000,000 Units Powered Brands UNDERWRITING AGREEMENT January [●], 2021 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 As Representative of the several Underwriters Ladies and Gentlemen: Powered Brands, a Cayman Islands exempted company (the “Company”), proposes to sell to you and, as applicable,

January 4, 2021 S-1/A

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TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 4, 2021.

January 4, 2021 EX-4.4

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.*

Exhibit 4.4 WARRANT AGREEMENT Powered Brands and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Powered Brands, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). WHEREAS, it is pr

December 22, 2020 EX-99.2

Consent of Kimberly Paige.

Exhibit 99.2 CONSENT OF KIMBERLY PAIGE Powered Brands (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the R

December 22, 2020 EX-4.4

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT Powered Brands and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 20 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 20 , is by and between Powered Brands, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). WHEREAS, it is propo

December 22, 2020 EX-10.6

Securities Subscription Agreement, dated October 16, 2020, between the Registrant and the Sponsor.

Exhibit 10.6 Powered Brands October 16, 2020 PB Management RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on October 16, 2020 by and between PB Management, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Powered Brands, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby

December 22, 2020 EX-10.4

Form of Indemnity Agreement.

Exhibit 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [], 20 between Powered Brands, a Cayman Islands exempted company (the “Company”), and [] (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve companies and corporations as directors or in other capacities unless they are provided w

December 22, 2020 EX-10.3

Form of Private Placement Warrant Agreement between the Registrant and the Sponsor.

Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 20 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”) and PB Management, a Cayman Islands limited liability company (the “Pu

December 22, 2020 S-1

Power of Attorney (included on the signature page to the initial filing of this Registration Statement).***

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 22, 2020.

December 22, 2020 EX-99.4

Consent of Keleigh Thomas Morgan.

Exhibit 99.4 CONSENT OF KELEIGH THOMAS MORGAN Powered Brands (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named i

December 22, 2020 EX-3.2

Form of Amended and Restated Memorandum and Articles of Association.

Exhibit 3.2 Companies Law (as revised) Company Limited by Shares AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF POWERED BRANDS Adopted by special resolution EFFECTIVE on [ ] 20 Companies Law (as revised) Company Limited by ShareS Amended and Restated Memorandum of Association of POWERED BRANDS Adopted by special resolution on [ ] 20 1 The name of the Company is Powered Brands 2 The

December 22, 2020 EX-4.3

Specimen Warrant Certificate. (2)

Exhibit 4.3 [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Powered Brands Incorporated Under the Laws of the Cayman Islands CUSIP G7209M116 Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the registered holder of [ ] warrant(s) (the “Wa

December 22, 2020 EX-10.7

Form of Letter Agreement between the Registrant, the Sponsor and each director and officer of the Registrant.

Exhibit 10.7 [●], 20 Powered Brands 292 Madison Ave., Fl. 8 New York, NY 10017 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) LL

December 22, 2020 EX-99.1

Consent of Karen Cate.

Exhibit 99.1 CONSENT OF KAREN CATE Powered Brands (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Regis

December 22, 2020 EX-4.1

Specimen Unit Certificate. (2)

Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U-[] Powered Brands SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G7209M124 UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary share, par value $0.0001 per share (“Ordinary Shares

December 22, 2020 CORRESP

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Goodwin Procter LLP 601 Marshall Street Redwood City, CA 94063 T: 650.752.3100 F: 650.472.6021 goodwinprocter.com December 22, 2020 VIA EDGAR and federal express Office of Energy & Transportation Division of Corporation Finance U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: Powered Brands Draft Registration Statement on Form S-1 Submitted October 26, 2020 CI

December 22, 2020 EX-3.1

Memorandum and Articles of Association.

Exhibit 3.1 Independent Beauty Acquisition Corp. Memorandum and Articles of Association Floor 4, Willow House, Cricket Square Grand Cayman KY1-9010 Cayman Islands campbellslegal.com (19143-33808) Auth Code: F82117939410 www.verify.gov.ky Independent Beauty Acquisition Corp. Companies Law (as revised) Company Limited by Shares Memorandum of Association 1 Company Name The name of the Company is Inde

December 22, 2020 EX-10.5

Promissory Note, dated as of October 13, 2020, issued to the Sponsor.

Exhibit 10.5 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

December 22, 2020 EX-10.2

Form of Registration and Shareholder Rights Agreement among the Registrant, the Sponsor and the Holders signatory thereto.

Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 20[ ], is made and entered into by and among Powered Brands, a Cayman Islands exempted company (the “Company”), PB Management, a Cayman Islands exempted limited liability company (the “Sponsor”, and together with any person or entity who hereafter becom

December 22, 2020 EX-99.3

Consent of Laurent Ohana.

Exhibit 99.3 CONSENT OF LAURENT OHANA Powered Brands (the “Company”) intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Re

December 22, 2020 EX-4.2

Specimen Ordinary Share Certificate. (2)

Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES POWERED BRANDS INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G7209M108 This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF POWERED BRANDS (THE “COMPANY”) subject to the Company’s amend

December 22, 2020 EX-10.1

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [ ], 20 by and between Powered Brands, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-[●] (the “Reg

October 26, 2020 DRS

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TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on October 23, 2020.

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