Item 5.02 Changes in Control of Registrant.
Previously GL Brands, Inc. (the "Company") filed a Bankruptcy Plan of
Reorganization under which the Company's incumbent shares would all be canceled,
the incumbent shareholders would lose all interest in the Company and new equity
would be issued in the reorganized Company in exchange for cash payments to the
Company approved by the Court through the Plan of Reorganization.
As part of the Court's consideration of such plan of reorganization, on March
31, 2021, the Bankruptcy Court for the N.D. Texas, Fort Worth Division issued an
order to allow the Company to hold an auction for the sale of its to-be-issued
new equity interests of the reorganized Company. Upon and subject to the Court's
final acceptance of the Plan of Reorganization, the successful auction bidder
will own one hundred percent (100%) of the Company's equity interest.
The Court's order approves bidding procedures and a stalking horse bid from
Merida Capital Partners III, LP, Merida Capital Partners QP, LP and certain of
their affiliates. The stalking horse bid has a bid value of $1,314,019 and a
$25,000 breakup fee. The bidding procedures require that all bids other than the
stalking horse bid have values greater than the stalking horse bid to be
submitted by April 16, 2021 along with a $125,000 deposit. The full bidding
procedures are stated in the Court's order.
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GL BRANDS, INC. 
