Laird Superfood, Inc. (LSF): M&A transaction — Laird Superfood acquires Terrasoul for $48M cash plus $5M earnout; Nexus invests $60M in preferred stock

Laird Superfood, Inc.

Acquisition of Terrasoul Superfoods for $48M cash, up to $5M earnout; Terrasoul had $65.8M unaudited net sales in FY2025.
Funded by $60M Series A Convertible Preferred issuance to Nexus Capital affiliates; Nexus to own ~71.7% fully diluted.
Dennis Botts, Terrasoul co-founder, enters 2-year advisory agreement for $1.5M paid monthly.
Seller parties subject to 3-5 year non-compete and restrictive covenants post-closing.
Financial statements of Terrasoul to be filed within 71 days via 8-K amendment.

item 1.01 item 2.01 item 3.02 item 5.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Laird Superfood, Inc. completed an acquisition involving Terrasoul Superfoods, LLC (Terrasoul) for $48.0 million in cash, subject to customary purchase price adjustments, including adjustments for working capital, cash, debt and transaction expenses and poten (closed 2026-04-21).

Action: acquisition
Counterparty: Terrasoul Superfoods, LLC (Terrasoul)
Consideration: $48.0 million in cash, subject to customary purchase price adjustments, including adjustments for working capital, cash, debt and transaction expenses and poten
Closing: 2026-04-21

Exact text from the filing

Interests (as defined in the Terrasoul Acquisition Agreement) which constitute all of the issued and outstanding equity interests of Terrasoul, for a purchase price of (i) $48.0 million in cash, subject to customary purchase price adjustments, including adjustments for working capital, cash, debt and transaction expenses and (ii) potential earnout consideration

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

Laird Superfood, Inc. entered into Terrasoul Acquisition Agreement with the Seller valued at $48.0 million in cash plus potential earnout consideration of up to $5.0 million in cash.

Action: entry
Agreement: asset purchase
Counterparty: the Seller
Value: $48.0 million in cash plus potential earnout consideration of up to $5.0 million in cash

Exact text from the filing

for a purchase price of (i) $48.0 million in cash, subject to customary purchase price adjustments, including adjustments for working capital, cash, debt and transaction expenses and (ii) potential earnout consideration of up to $5.0 million in cash

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31 m&a transactions filed in the last 30 days. Browse all m&a transactions →

Laird Superfood, Inc. filing history →

Source: SEC EDGAR

accession 0001437749-26-012942

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