Zoned Properties announces sale of 100% of assets to management for $7M; plans liquidation and special dividend

Zoned Properties, Inc.

MBO purchase price $7M for all remaining assets; plus $9M option on CKG properties for gross total up to $16M.
Buyer group BPB Partners, LLC owned by CEO Bryan McLaren, President Berekk Blackwell, and Patrick Moroney.
Special Transactions Committee of independent directors negotiated deal; fairness opinion to be obtained; shareholder approval required.
After liquidation, expects to pay debt, redeem preferred shares, distribute net cash via special dividend, then pursue reverse merger.
Closing expected by end of 2026, subject to shareholder vote, regulatory approvals, and buyer financing.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

Zoned Properties, Inc. entered into Asset Purchase Agreement with BPB Partners, LLC valued at $7,000,000 (effective 2026-01-15).

Action: entry
Agreement: asset purchase
Counterparty: BPB Partners, LLC
Value: $7,000,000
Effective: 2026-01-15

Exact text from the filing

On January 15, 2026 (the “Effective Date”), Zoned Properties, Inc. (the “Company”) entered into an Asset Purchase Agreement (the “MBO APA”) by and among the Company, Zoned Arizona Properties, LLC (“Zoned Arizona”), ZP RE AZ Dysart, LLC (“Dysart”), ZP RE Holdings, LLC (“RE Holdings” and collectively with Zoned Arizona and Dysart, the “Real Property Sellers” and, together with the Company, the “Seller Parties” and each, a “Seller Party”), and BPB Partners, LLC (the “Buyer”).

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Zoned Properties, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-26-005387

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