Ilustrato Pictures transfers seven ERT companies to 71.1%-owned Samsara Luggage for stock and milestone payments

Ilustrato Pictures International Inc.

Sold 100% equity in Firebug, Georgia Fire, BCD Fire, Bull Head, E-Raptor, TVC, and 51% of ASSS to Samsara Luggage.
Consideration: 350,000 Series B shares of SAML (350M common shares) plus up to $10M in cash or stock if revenue targets met.
Milestone payments: $5M for FY2024 revenue ≥$20M; $5M for FY2025 revenue ≥$32M; paid proportionally.
ILUS now holds 89.1% voting rights in SAML, up from 71.1% after the related-party transaction.
No customary representations or warranties were exchanged due to related-party nature.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Ilustrato Pictures International Inc. entered into Stock Purchase Agreement with Samsara Luggage Inc. (effective 2024-02-23).

Action: entry
Agreement: asset purchase
Counterparty: Samsara Luggage Inc.
Effective: 2024-02-23

Exact text from the filing

On February 23, 2024, Ilustrato Pictures International, Inc., a Nevada corporation (the “Company”) entered into a Stock Purchase Agreement (the “SPA”) with Samsara Luggage Inc., a Nevada corporation which is owned 71.1% by the Company (“SAML”).

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Source: SEC EDGAR

accession 0001213900-24-017265

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