Zoned Properties amends asset sale to BPB Partners; purchase price rises to $7.8 million

Zoned Properties, Inc.

Amended and restated asset purchase agreement raises purchase price from $7,000,000 to $7,800,000, reduced by indebtedness Buyer elects to assume.
Outside date extended from September 30, 2026 to October 30, 2026, subject to a 90-day extension.
Company must wind down remaining operations before closing and reimburse Buyer expenses, including legal fees if it terminates other than for Buyer breach.
Stockholder approvals obtained; fairness opinion delivered to Company and Special Transactions Committee and must remain in effect at closing.
A&R APA eliminates Buyer due diligence right, Company go-shop right, and superior proposal termination right; Company is now subject to no-ship covenant.

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