Sentient Brands to acquire AIG F&B in stock earnout deal; AIG has 8 factories in 22 countries

SENTIENT BRANDS HOLDINGS INC.

Acquires 100% of AIG F&B; AIG operates 8 factories and 170 distributors across 22 countries with organic/kosher certifications.
Consideration is Sentient common stock with earnout over 5 years based on revenue and EBITDA growth; projected 2025 revenue $45M at 5% EBITDA.
Management changes: CEO Dante Jones resigns; George Furlan named interim CEO/CFO/director; Eric Bruns and Dionne Pendelton join as independent directors.
Share issuance capped so no shareholder exceeds 9.999% ownership; 12-month lock-up leak-out for certain parties post-closing.

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