Sadot terminates CM joint venture after CM fails to produce audited financials; VisionWave to issue 500K shares

Sadot Group Inc.

$7,814,323 Capital Commitment to CMJV extinguished; Sadot had funded $0, no draw request was submitted, and no break fee or termination penalty is payable.
CM told the parties on Oct 8, 2026 it cannot produce IFRS/GAAP financials or engage a PCAOB-registered auditor, blocking all funding under the Sept 30, 2026 JV.
All 7,814,323 Sadot units in CMJV cancelled for no consideration; Sadot withdrew as member and its managers Michael D. Murray and Haggai Ravid resigned.
VisionWave keeps the 250,000 Entry Premium Shares (SDOT common) and must issue Sadot 500,000 restricted VisionWave shares within 3 business days.
VisionWave, VisionWave IL and CMJV indemnify Sadot against CM, CM loan and related claims; mutual releases exchanged with no admission of breach.

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