VPRB on OTC
VPR Brands, LP.
VPR Brands, LP. is a prepackaged software services company, listed on OTC (VPRB).1
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Last updated Oct 20, 2026.
Overview
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Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Product Sales brought in 92% of the revenue VPR Brands, LP. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Product Sales | $4.9M | $3.3M |
| Royalty Revenue | $754.9K | $281.7K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue47¢$2.6M
- Selling, general and admin46¢$2.5M
- Income tax7¢$406.4K
Out of $3.6M in revenue.34 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Total revenue | $3.6M | $5.7M |
| Cost of sales | $2.6M | $4.1M |
| Gross profit | $1.0M | $1.5M |
| Selling, general and administrative | $2.5M | $2.7M |
| Unit-based compensation | $247.2K | |
| Total operating expenses | $2.5M | $2.9M |
| Net Operating Loss | -$1.5M | -$1.4M |
| Interest income | $531 | $2.3K |
| Settlement income, net | $41.6K | $1.7M |
| American Express points income | $757 | $5.6K |
| Interest expense | -$185.7K | -$377.1K |
| Interest expense- related parties | -$2.5K | |
| Total other (expense) income, net | -$142.8K | $1.3M |
| Loss Before Income Taxes | -$1.6M | -$66.4K |
| Income Tax (Benefit) Expense | -$406.4K | $76.9K |
| Net Loss | -$1.2M | -$143.2K |
| Net Loss Per Common Unit Basic (in Dollars per share) | -$0.01 | $0.00 |
| Net Loss Per Common Unit Diluted (in Dollars per share) | -$0.01 | $0.00 |
| Weighted-Average Common Units Outstanding - Basic (in Shares) | 91.7M shares | 89.8M shares |
| Weighted-Average Common Units Outstanding - Diluted (in Shares) | 91.7M shares | 89.8M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.3
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $125.3K | $1.4M | |
| Accounts receivable, net | $266.3K | $346.6K | |
| Royalty receivable, net | $38.2K | ||
| Inventory, net | $573.1K | $605.9K | |
| Vendor deposits | $96.4K | $195.7K | |
| Deposits | $28.8K | $29.7K | |
| Total current assets | $1.1M | $2.6M | |
| Right of use asset | $56.3K | $89.5K | |
| Deferred tax asset | $406.4K | ||
| Intangible assets | $41.0K | $27.8K | |
| Total assets | $1.6M | $2.8M | |
| Accounts payable and accrued expenses | $776.0K | $418.0K | |
| Customer deposits | $2.4K | $99.8K | |
| Lease liabilities, current portion | $42.0K | $34.4K | |
| Notes payable, current portion | $228.9K | $271.8K | |
| Refund liability | $117.9K | $182.5K | |
| Convertible notes payable | $69.1K | ||
| Income tax payable | $726.5K | $741.2K | |
| Total current liabilities | $1.9M | $1.8M | |
| Notes payable, less current portion | $147.2K | $147.2K | |
| Lease liabilities, net of current portion | $19.7K | $61.7K | |
| Total liabilities | $2.1M | $2.0M | |
| Common units - 100,000,000 units authorized; 91,746,806 units issued and outstanding as of December 31, 2025 and 2024, | $8.3M | $8.3M | |
| Accumulated deficit | -$8.8M | -$7.6M | |
| Total partners (deficit) surplus | -$477.9K | $718.3K | $614.3K |
| Total liabilities and partners surplus | $1.6M | $2.8M | |
| Common units authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common units issued (in Shares) | 91.7M shares | 91.7M shares | |
| Common units outstanding (in Shares) | 91.7M shares | 91.7M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $125.3K | $1.4M | |
| Accounts receivable, net | $266.3K | $346.6K | |
| Royalty receivable, net | $38.2K | ||
| Inventory, net | $573.1K | $605.9K | |
| Vendor deposits | $96.4K | $195.7K | |
| Deposits | $28.8K | $29.7K | |
| Total current assets | $1.1M | $2.6M | |
| Right of use asset | $56.3K | $89.5K | |
| Deferred tax asset | $406.4K | ||
| Intangible assets | $41.0K | $27.8K | |
| Total assets | $1.6M | $2.8M | |
| Accounts payable and accrued expenses | $776.0K | $418.0K | |
| Customer deposits | $2.4K | $99.8K | |
| Lease liabilities, current portion | $42.0K | $34.4K | |
| Notes payable, current portion | $228.9K | $271.8K | |
| Refund liability | $117.9K | $182.5K | |
| Convertible notes payable | $69.1K | ||
| Income tax payable | $726.5K | $741.2K | |
| Total current liabilities | $1.9M | $1.8M | |
| Notes payable, less current portion | $147.2K | $147.2K | |
| Lease liabilities, net of current portion | $19.7K | $61.7K | |
| Total liabilities | $2.1M | $2.0M | |
| Common units - 100,000,000 units authorized; 91,746,806 units issued and outstanding as of December 31, 2025 and 2024, | $8.3M | $8.3M | |
| Accumulated deficit | -$8.8M | -$7.6M | |
| Total partners (deficit) surplus | -$477.9K | $718.3K | $614.3K |
| Total liabilities and partners surplus | $1.6M | $2.8M | |
| Common units authorized (in Shares) | 100.0M shares | 100.0M shares | |
| Common units issued (in Shares) | 91.7M shares | 91.7M shares | |
| Common units outstanding (in Shares) | 91.7M shares | 91.7M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net Loss | -$1.2M | -$143.2K |
| Amortization of right of use asset | $33.2K | $28.9K |
| Interest on lease liability | $11.0K | $15.6K |
| Amortization of intangible assets | $2.8K | $2.0K |
| Unit-based compensation | $247.2K | |
| Inventory obsolescence | $131.1K | |
| Bad debt expense | $30.5K | $8.2K |
| Allowance for expected credit loss expense | $51.4K | $120.8K |
| Deferred Income Taxes | -$406.4K | |
| Inventory | $32.8K | -$173.5K |
| Vendor deposits | $99.3K | $74.9K |
| Accounts receivable | -$1.6K | -$137.8K |
| Royalty receivable | $38.2K | $50.1K |
| Customer deposits | -$97.4K | $33.8K |
| Other current assets | $923 | -$14.1K |
| Accounts payable and accrued expenses | $358.0K | $210.4K |
| Refund liability | -$64.7K | -$4.0K |
| Income tax payable | -$14.7K | -$138.6K |
| Accrued interest-related party | $1.6K | -$37.7K |
| Net cash (used in) provided by operating activities | -$1.1M | $274.1K |
| Purchase of intangible assets | -$16.0K | |
| Net cash used in investing activities | -$16.0K | |
| Payments of notes payable | -$42.9K | |
| Payments of convertible notes payable | -$69.1K | -$412.1K |
| Payment on lease liability | -$45.4K | -$43.5K |
| Payments of notes payable, related parties | -$165.8K | |
| Net cash used in financing activities | -$157.4K | -$621.4K |
| Change in Cash | -$1.3M | -$347.3K |
| Interest paid in cash | $43.1K | $171.1K |
| Income tax paid | $14.7K | $215.5K |
| Reclassification of expired conversion rights from convertible preferred units to partners (deficit) surplus | $34.7K |
No quarter-by-quarter statement was filed.
What it owns
What VPR Brands, LP. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Operating-lease assets (leased space) | $56.3K3 Dec 31, 2025 | $89.5K3 Dec 31, 2024 | −37.1% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $125.3K3 Dec 31, 2025 | $1.4M3 Dec 31, 2024 | −91.2% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $41.0K3 Dec 31, 2025 | $27.8K3 Dec 31, 2024 | +47.4% |
| Finite-lived intangibles, net | $41.0K3 Dec 31, 2025 | $27.8K9 Dec 31, 2024 | +47.4% |
| Patents, net | $16.0K3 Mar 20, 2025 |
Inventory
Properties, in its own words
On May 19, 2022, we entered into a 5-year lease of approximately 3,100 square feet of warehouse and office space. The lease requires base monthly rent of $3,358 for the first year and provides for 5% increase in base rent on each anniversary date. There is additional common area maintenance charges which are approximately $2,500 per month. We believe that this facility is adequate for our current and future needs.
Item 2 of the 10-K filed Mar 31, 2026.11
Leadership
Who has led VPR Brands, LP., and when. Pick a name to see everywhere that person has worked.
- Chief executive officerKevin Frija Dec 9, 2015 to Sep 16, 201912
- ChairKevin Frija Dec 9, 2015 to Sep 16, 201912
- PresidentKevin Frija May 24, 2019 to Sep 16, 201913
Former names
Timeline
- Jul 23, 20268-K Entered a material agreement14
- Jul 20, 20268-K Other events15
- Jul 16, 20268-K Entered a material agreement16
- May 4, 20268-K Entered a material agreement; Change to shareholders' rights17
- Feb 3, 20268-K Entered a material agreement18
- Feb 27, 20258-K Regulation FD disclosure; Other events19
- Jan 2, 20258-K Regulation FD disclosure; Other events20
- Sep 11, 20248-K Executive or director change21
- Jan 5, 20248-K Entered a material agreement; Regulation FD disclosure22
- May 1, 20238-K Other events23
- Mar 15, 20238-K Other events24
- Mar 1, 20238-K Other events25
- Dec 9, 2015New chief executive Kevin Frija becomes CEO12
Filings
54 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 25 major events, 9 other. The latest 20:
- Aug 14, 202610-Q QUARTERLY REPORT EDGAR
- Jul 23, 20268-K CURRENT REPORT EDGAR
- Jul 20, 20268-K CURRENT REPORT EDGAR
- Jul 16, 20268-K CURRENT REPORT EDGAR
- May 18, 202610-Q QUARTERLY REPORT EDGAR
- May 18, 2026NT 10-Q NOTIFICATION OF LATE FILING EDGAR
- May 4, 20268-K CURRENT REPORT EDGAR
- Mar 31, 202610-K ANNUAL REPORT EDGAR
- Feb 3, 20268-K CURRENT REPORT EDGAR
- Nov 14, 202510-Q QUARTERLY REPORT EDGAR
- Aug 14, 202510-Q QUARTERLY REPORT EDGAR
- May 21, 202510-Q QUARTERLY REPORT EDGAR
- May 15, 2025NT 10-Q NOTIFICATION OF LATE FILING EDGAR
- Apr 16, 202510-K ANNUAL REPORT EDGAR
- Mar 31, 2025NT 10-K NOTIFICATION OF LATE FILING EDGAR
- Feb 27, 20258-K CURRENT REPORT EDGAR
- Jan 2, 20258-K CURRENT REPORT EDGAR
- Nov 14, 202410-Q QUARTERLY REPORT EDGAR
- Sep 11, 20248-K CURRENT REPORT EDGAR
- Aug 19, 202410-Q QUARTERLY REPORT EDGAR
The 54 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
SEC filer profile
How VPR Brands, LP. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARVPR Brands, LP.1
- CIK0001376231
- Employer ID (EIN)45-174064111
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company11
- Incorporated inDelaware11
- Fiscal year endsDecember 311
- Industry code (SIC)7372 Services-Prepackaged Software1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address1141 Sawgrass Corporate Parkway, Sunrise, FL, 3332311
- Mailing address1141 Sawgrass Corporate Parkway, Sunrise, FL 333231
- Phone305-537-66071
- Shares outstanding91,746,806 as of Aug 14, 202610
- Public float$91.7M as of Jun 30, 202511
- AuditorKreit & Chiu CPA LLP, Los Angeles, California PCAOB ID 6651; no auditor attestation of internal control over financial reporting11
- On EDGAR sinceSep 28, 20061
- Filings249 in all: 8-K (84), 10-Q (55), NT 10-Q (20), 10-K (18), 4 (17), NT 10-K (14), UPLOAD (7), 10-Q/A (4)1
All 25 form types
SB-2/A (4), 10-K/A (3), 10QSB (3), 10-12G/A (2), 10QSB/A (2), 424B3 (2), CORRESP (2), RW (2), SC 14F1 (2), 10-12G (1), 10KSB (1), 3 (1), 8-K/A (1), EFFECT (1), PRE 14C (1), S-4 (1), SB-2 (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Latest 8-K (8-K) Jul 23, 2026
Risk factors and legal proceedings
The risks VPR Brands, LP. names in Item 1A of its 10-K filed Mar 31, 2026: 54 risks under these headings, as written.11
- Various portions of this Annual Report on Form 10-K contain forward-looking statements that involve risks and uncertainties. Actual results, performance or achievements could differ materially from those anticipated in these forward-looking statements as a result of certain risk factors, including those set forth below and elsewhere in this report. These risk factors are not presented in the order of importance or probability of occurrence. For purposes of these risk factors, the term “electronic cigarettes” is deemed to include “vaporizers.”
- RISKS RELATED TO OUR BUSINESS
- We are affected by extensive laws, governmental regulations, administrative determinations, court decisions and similar other constraints, which can make compliance costly and subject us to enforcement actions by governmental agencies.
- We face intense competition and our failure to compete effectively could have a material adverse effect on our business, results of operations and financial condition.
- We may be unable to promote and maintain our brands.
- We expect that new products and/or brands we develop will expose us to risks that may be difficult to identify until such products and/or brands are commercially available.
- If we are unable to manage our anticipated future growth, our business and results of operations could suffer materially.
- We are subject to significant product liability litigation.
- Sales of conventional tobacco cigarettes have been declining, which could have a material adverse effect on our business.
- Our patents and our ability to enforce them.
- We may not be able to adequately protect our intellectual property rights in China or elsewhere, which could harm our business and competitive position.
- Third parties may claim that we infringe their intellectual property and trademark rights.
The other 43 risks
- Adverse publicity associated with our products or ingredients, or those of similar companies, could adversely affect our sales and revenue.
- We rely on our CEO and may experience difficulty in attracting and hiring qualified new personnel in some areas of our business.
- We may not be successful in maintaining the consumer brand recognition and loyalty of our products.
- If we are the subject of future product defect or liability suits, our business will likely fail.
- If we experience product recalls, we may incur significant and unexpected costs and our business reputation could be adversely affected.
- Product exchanges, returns and warranty claims may adversely affect our business.
- Adverse economic conditions may adversely affect the demand for our products.
- We rely significantly on the efforts of third party agents to generate sales of our products.
- We may not be able to establish sustainable relationships with large retailers or national chains.
- We may not be able to adapt to trends in our industry.
- We depend on third party manufacturers for our products.
- We rely on Chinese manufacturers to produce our products.
- Changes in U.S. and foreign government administrative policy, including the imposition of or increases in tariffs and changes to existing trade agreements, could have a material adverse effect on us.
- We may face competition from foreign importers who do not comply with government regulation.
- Our results of operations could be adversely affected by currency exchange rates and currency devaluations.
- We depend on our General Partner.
- Rights of limited partners are significantly different than rights of shareholders of a corporation.
- Our General Partner, Soleil Capital Management LLC, is solely responsible for our operations.
- Our ability to retain our management is critical to our success and our ability to grow depends on our ability to attract additional key personnel.
- The control of our General Partner may be transferred to a third party without common unitholder consent.
- We have hired and will need to hire additional qualified accounting and administrative personnel in order to remediate material weaknesses in our internal control over financial accounting, and we will need to expend additional resources and efforts to establish and maintain the effectiveness of our internal control over financial reporting and our disclosure controls and procedures.
- We are required to comply with certain provisions of Section 404 of the Sarbanes-Oxley and if we fail to continue to comply, our business could be harmed, and the price of our securities could decline.
- We are subject to cyber-security risks, including those related to customer, employee, vendor or other company data and including in connection with integration of acquired businesses and operations.
- The business that we conduct outside the U.S. may be adversely affected by international risk and uncertainties.
- RISKS RELATED TO REGULATION AND MARKET
- Our business is primarily involved in the sale of products that contain nicotine and/or hemp-derived cannabinoids, which are subject to rapidly evolving, regulation and federal enforcement that may have a material adverse effect on our business.
- Our CBD and hemp-derived product lines face an existential risk due to evolving federal regulation.
- Many of our products contain nicotine, which is considered to be a highly addictive substance.
- Significant increases in state and local regulation of our products have been proposed or enacted and are likely to continue to be proposed or enacted in numerous jurisdictions.
- There is significant regulatory burden and enforcement risk related to federal oversight of our electronic nicotine and vapor products.
- Bans and heightened regulatory standards for flavored e-cigarettes directly limit our market access and may have a material adverse impact on our business.
- The market for electronic cigarettes and vapor products is a niche market, subject to a great deal of uncertainty and is still evolving.
- The long-term health effects of electronic cigarettes and vaping products are not yet fully known, and any conclusive evidence of harm could materially harm our business.
- Changes in federal and state law, particularly the November 2026 “Total THC” standard, could cause our hemp-derived products to be classified as illegal controlled substances.
- Our supply of hemp-derived cannabinoids and the market for our hardware depend on complex state and federal laws, which face an existential shift in late 2026.
- Our business, results of operations and financial condition could be adversely affected by increasing excise taxes and the complex requirements to collect and remit sales and excise taxes.
- We may have a difficult time obtaining the various insurances that are desired to operate our business in the CBD industry, which may expose us to additional risk and financial liability.
- RISKS RELATING TO OUR COMMON UNITS
- Trading on the OTC Markets is volatile and sporadic, which could depress the market price of our common units.
- Our stock price is likely to be highly volatile because of several factors, including a limited public float.
- Our common units are a “penny stock” under SEC rules. It may be more difficult to resell securities classified as “penny stock.”
- Our management controls a substantial number of our common units, decreasing your influence on unitholder decisions.
- Units eligible for future sale may adversely affect the market.
- Provisions of our partnership agreement, as amended, may delay or prevent a takeover which may not be in the best interests of our unitholders.
- We do not expect to pay dividends in the foreseeable future.
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARVPR Brands, LP. filings on SEC EDGAR
- 2SEC EDGARVPR Brands, LP. filings on SEC EDGAR
- 3SEC EDGARVPR Brands, LP. 10-K for fiscal 2025
- 4SEC EDGARVPR Brands, LP. 10-K for fiscal 2025
- 5SEC EDGARVPR Brands, LP. 10-K for fiscal 2019
- 6SEC EDGARVPR Brands, LP. 10-K for fiscal 2020
- 7SEC EDGARVPR Brands, LP. 10-K for fiscal 2021
- 8SEC EDGARVPR Brands, LP. 10-K for fiscal 2022
- 9SEC EDGARVPR Brands, LP. 10-K for fiscal 2023
- 10SEC EDGARVPR Brands, LP. 10-Q for fiscal 2026
- 11
- 12SEC EDGARKevin Frija, Chief executive officer
- 13SEC EDGARKevin Frija, President
- 14SEC EDGAREntered a material agreement
- 15SEC EDGAROther events
- 16SEC EDGAREntered a material agreement
- 17
- 18SEC EDGAREntered a material agreement
- 19
- 20
- 21SEC EDGARExecutive or director change
- 22
- 23SEC EDGAROther events
- 24SEC EDGAROther events
- 25SEC EDGAROther events