NightFood Holdings, Inc. (NGTF): M&A transaction — Nightfood Holdings acquires BIM-E robotics IP for 7M shares; founder becomes CTO with revenue-based warrants

NightFood Holdings, Inc.

Purchased all Beer Bot/BIM-E IP (patents, code, AI models) from Christopher Erpelding for 7,000,000 restricted common shares.
Seller named Chief Mechatronics Architect; $100,000 annual salary plus warrants tied to TTM revenue milestones.
Each $5M TTM revenue milestone unlocks 10M warrants at $0.04 exercise price; up to $50M cumulative.
IP acquisition consolidates chain-of-title for commercialization, scaling, and potential strategic transactions.
Company initiated steps to ramp manufacturing, expand engineering, and evaluate further acquisitions.

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

NightFood Holdings, Inc. completed an acquisition involving Christopher Erpelding for 7,000,000 restricted shares of the Company’s common stock (closed 2026-02-17).

Action: acquisition
Counterparty: Christopher Erpelding
Consideration: 7,000,000 restricted shares of the Company’s common stock
Closing: 2026-02-17

Exact text from the filing

software and trade secrets related to Beer Bot and its evolved platform “BIM-E,”, an autonomous beverage robotics platform for the purchase price (the “Purchase Price”) of 7,000,000 restricted shares of the Company’s common stock. Additionally, TechForce and the Seller entered into an Intellectual Property Assignment Confirmation, whereby all of the

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NightFood Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-26-007440

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