Cover |
Aug. 11, 2025 |
|---|---|
| Document Type | 8-K/A |
| Amendment Flag | true |
| Amendment Description | On August 15, 2025, Kindly MD, Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission a Current Report on Form 8-K (the “Initial Form 8-K”) to report the consummation of the transactions contemplated by that certain Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Kindly Holdco Corp, a Delaware corporation and a direct, and wholly owned subsidiary of the Company (“Merger Sub”), Nakamoto Holdings Inc., a Delaware Corporation (“Nakamoto”) and Wade Rivers, LLC, a Wyoming limited liability company (“Wade Rivers”) and related issuance of common stock and pre-funded warrants (the “PIPE Transaction”) and issuance of convertible debentures (the “Debt Transaction”). Pursuant to the Merger Agreement, among other things, Merger Sub merged with and into Nakamoto, with Nakamoto surviving as a wholly owned subsidiary of the company (such transaction, the “Merger”). The Merger closed on August 14, 2025 (the “Closing Date”). The Company is filing this Amendment No. 1 on Form 8-K/A to the Initial Form 8-K (this “Amendment”) for the purpose of amending the Initial Form 8-K to provide certain historical financial information of Nakamoto and unaudited pro forma condensed combined financial data of the Company in accordance with Items 9.01(a) and 9.01(b) of Form 8-K, respectively, and the incorporation of disclosure regarding supplemental risk factors, Management Discussion and Analysis and Information on Nakamoto disclosures in Item 8.01 on of Form 8-K. No other changes to the Initial Form 8-K are being made hereby. This Amendment should be read in conjunction with the Initial Form 8-K, which provides a more complete description of the Merger and PIPE Transaction and the Current Report on Form 8-K filed with the SEC on August 15, 2025, regarding the Debt Transaction. |
| Document Period End Date | Aug. 11, 2025 |
| Entity File Number | 001-42103 |
| Entity Registrant Name | Kindly MD, Inc. |
| Entity Central Index Key | 0001946573 |
| Entity Tax Identification Number | 84-3829824 |
| Entity Incorporation, State or Country Code | UT |
| Entity Address, Address Line One | 5097 South 900 East |
| Entity Address, Address Line Two | Suite 100 |
| Entity Address, City or Town | Salt Lake City |
| Entity Address, State or Province | UT |
| Entity Address, Postal Zip Code | 84117 |
| City Area Code | 385 |
| Local Phone Number | 388-8220 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | true |
| Elected Not To Use the Extended Transition Period | false |
| Common Stock, par value $0.001 | |
| Title of 12(b) Security | Common Stock, par value $0.001 |
| Trading Symbol | NAKA |
| Security Exchange Name | NASDAQ |
| Tradeable Warrants to purchase shares of Common Stock, par value $0.001 per share | |
| Title of 12(b) Security | Tradeable Warrants to purchase shares of Common Stock, par value $0.001 per share |
| Trading Symbol | NAKAW |