Sadot Group restructures Anira acquisition to asset-only deal; purchase price reduced to $11.5M

Sadot Group Inc.

Acquisition restructured from share purchase to asset purchase of TradeOS platform and related IP; no shares of Anira acquired.
Aggregate purchase price reduced from $12M to $11.5M; promissory note principal reduced from $5M to $4.5M.
Amended and restated promissory note of $4.5M, non-convertible, zero interest, matures June 2, 2028; prepayable at 1% discount per month.
Seller designates Anira as sole recipient of all consideration; common stock, preferred stock, and note now held by Anira.
Company believes transaction is an asset acquisition not constituting a business under Regulation S-X; no financial statements required.

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