Nightfood acquires 155-room Holiday Inn hotel for $31M in preferred stock

NightFood Holdings, Inc.

Acquired 100% of Victorville Treasure Holdings for $31M, paid with 216,667 Series C Convertible Preferred shares (each convertible into 6,000 common shares).
Sellers can earn up to additional 41,667 Series C shares if milestones met: gym buildout, 50 members, renovations, operating under Courtyard by Marriott for 30 days.
15% of exchange shares held in escrow for 18 months to cover indemnification claims.
Purchase price adjustable if 30-day VWAP of common stock below $0.02 per share at closing.
Closing on August 27, 2025; Victorville becomes wholly owned subsidiary.

item 1.01item 2.01item 3.02item 9.01

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.