Source-grounded facts extracted from KUSTOM ENTERTAINMENT, INC.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
KUSTOM ENTERTAINMENT, INC.: Filed Certificate of Change to effect 1-for-5 reverse stock split and reduce authorized shares from 66,666,666 to 13,333,333 (effective 2026-04-22).
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Effective as of April 22, 2026, Kustom Entertainment, Inc. (the “Company”) filed a Certificate of Change (the “Certificate of Change”) to its Articles of Incorporation, as amended (the “Articles of Incorporation”) adopted by the Company’s Board of Directors (the “Board”) and filed with the Secretary of State of the State of Nevada on April 21, 2026, to effect a reverse stock split at a ratio of one-for-five (1-for-5)”
Earnings Releases
KUSTOM ENTERTAINMENT, INC. reported fiscal year ended December 31, 2025 results: revenue $13,755,000, net income $5,955,000.
“Financial Highlights for Fiscal Year 2025 ● Revenue Growth: Total revenues from continuing operations rose to approximately $13,755,000, an increase of $235,000 year-over-year. ● Operating Efficiency: Selling, General, and Administrative (SG&A) expenses improved by $2,275,000 year-over-year to approximately $12,230,000 in 2025. This improvement was achieved despite a one-time, non-cash charge of $2,535,000 for goodwill and intangible asset impairment during 2025. ● Non-Operating Income: Non-operating income increased by $11,440,000 year over year. This was driven primarily by a $4,575,000 improvement in the fair value of warrant derivative liabilities and a $2,715,000 reduction in interest expense. ● Bottom Line Improvement: Net loss from continuing operations improved by approximately $11,945,000 to $5,955,000 compared to $17,900,000 for the prior fiscal year. ● Balance sheet: Total stockholders’ equity increased $11.4 million and net working capital position improved by $17.9 million”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Unit Purchase Agreement with Nobility LLC valued at $1,450,000 (effective 2026-01-01).
“On January 8, 2026, Digital Ally Healthcare, Inc. (the “Seller”), a Nevada corporation and a wholly-owned subsidiary of Kustom Entertainment, Inc. (the “Company”) entered into and closed a Unit Purchase Agreement (the “Agreement”) with Nobility LLC, an Arizona limited liability company (the “Buyer”), and Nobility Healthcare, LLC, a Kansas limited liability company (“Nobility Healthcare” and collectively with the Seller and the Buyer the “Parties”). Pursuant to the Agreement, the Buyer purchased all of the Seller’s units of ownership interest (“Units”) in Nobility Healthcare, for Closing Funds (as defined in the Agreement) and a promissory note (the “Note”), totaling $ 1,450,000, due upon closing (the “Transaction”).”
M&A Transactions
KUSTOM ENTERTAINMENT, INC. completed a disposition involving Nobility LLC for $1,450,000 (closed 2026-01-08).
“On January 8, 2026, Digital Ally Healthcare, Inc. (the “Seller”), a Nevada corporation and a wholly-owned subsidiary of Kustom Entertainment, Inc. (the “Company”) entered into and closed a Unit Purchase Agreement (the “Agreement”) with Nobility LLC, an Arizona limited liability company (the “Buyer”), and Nobility Healthcare, LLC, a Kansas limited liability company (“Nobility Healthcare” and collectively with the Seller and the Buyer the “Parties”). Pursuant to the Agreement, the Buyer purchased all of the Seller’s units of ownership interest (“Units”) in Nobility Healthcare, for Closing Funds (as defined in the Agreement) and a promissory note (the “Note”), totaling $ 1,450,000, due upon closing (the “Transaction”).”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: The Board approved an amendment to the Amended and Restated Bylaws to reflect the name change (effective 2026-01-08).
“the Board approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately after the effectiveness of the Name Change. The changes to the Bylaws are solely intended to reflect the Name Change.”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: The company changed its corporate name from Digital Ally, Inc. to Kustom Entertainment, Inc (effective 2026-01-08).
“the Company changed its corporate name from Digital Ally, Inc. to Kustom Entertainment, Inc. pursuant to a Certificate of Amendment (the “Name Change Certificate of Amendment”) to the Articles of Incorporation, as filed with the Nevada Secretary of State on January 6, 2026 (the “Name Change”).”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Securities Purchase Agreement with a certain investor valued at $267,500 (effective 2025-12-19).
“On December 19, 2025, Digital Ally, Inc. (the “Company”) entered into and consummated the subsequent closing (the “Subsequent Closing”) of the transactions contemplated by a Securities Purchase Agreement, dated as of September 15, 2025 (the “Purchase Agreement”), between the Company and a certain investor (the “Purchaser”).”
Equity Issuances
KUSTOM ENTERTAINMENT, INC. issued 19.99% of the shares of Common Stock outstanding on the date of execution of the Purchase Agreement of common stock to Investor (a certain investor) for commitment fee paid in shares and cash.
“the Company shall cause the Commitment Fee (as defined in the Purchase Agreement) to be paid to the Investor on the date of the Amendment, which will be paid (i) in shares of Common Stock equal to 19.99% of the shares of Common Stock outstanding on the date of execution of the Purchase Agreement”
Equity Issuances
KUSTOM ENTERTAINMENT, INC. issued common stock to ELOC Investor.
“the ELOC Investor has committed to purchase, at the Company's direction in its sole discretion, up to an aggregate of $25,000,000 (the "Total Commitment") of the shares of the Company's Common Stock”
Equity Issuances
KUSTOM ENTERTAINMENT, INC. issued exercisable for an aggregate 476,569 shares of warrant to the Purchaser for exercise price of $2.124 per share.
“The Warrants are exercisable for an aggregate 476,569 shares at an exercise price of $2.124 per share of the Company's common stock”
Equity Issuances
KUSTOM ENTERTAINMENT, INC. issued convertible note to the Purchaser for aggregate original principal amount of $806,451.61.
“At the First Closing, the Company issued and sold to the Purchaser Senior Secured Convertible Notes in the aggregate original principal amount of $806,451.61 (the "Notes")”
Debt Financings
KUSTOM ENTERTAINMENT, INC. incurred debt of up to an aggregate of $25,000,000 with an certain investor (the "ELOC Investor").
“the Company entered into a Common Stock Purchase Agreement (the "ELOC Purchase Agreement"), with an certain investor (the "ELOC Investor"), providing for a committed equity financing facility, pursuant to which, upon the terms and subject to the satisfaction of the conditions contained in the ELOC Purchase Agreement, the ELOC Investor has committed to purchase, at the Company's direction in its sole discretion, up to an aggregate of $25,000,000”
Debt Financings
KUSTOM ENTERTAINMENT, INC. incurred senior notes of aggregate original principal amount of $806,451.61 with a certain investor (the "Purchaser") at eight percent (8%).
“the Company issued and sold to the Purchaser Senior Secured Convertible Notes in the aggregate original principal amount of $806,451.61”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Filed a Certificate of Amendment to effect a 1-for-100 reverse stock split of common stock (effective 2025-05-22).
“On May 22, 2025, Digital Ally, Inc. (the “Company”), acting pursuant to authority received at a special meeting of its stockholders on May 6, 2025, filed with the Secretary of State of the State of Nevada a certificate of amendment (the “Charter Amendment”) to its articles of incorporation, as amended (the “Articles of Incorporation”), to effect a one (1)-for-one hundred (100) share reverse split (the “Reverse Stock Split”) of all of the Company’s outstanding shares of common stock, par value $0.001 per share (the “Common Stock”).”
Auditor Changes
KUSTOM ENTERTAINMENT, INC. engaged Victor Mokuolu CPA PLLC as its auditor.
“On May 5, 2025, the Audit Committee approved the appointment of Victor Mokuolu CPA PLLC (“Mokuolu”) as the Company’s new independent registered public accounting firm, effective immediately, to perform independent audit services for the fiscal year ending December 31, 2025.”
Auditor Changes
KUSTOM ENTERTAINMENT, INC. dismissed RBSM LLP as its auditor.
“On May 5, 2025, the Audit Committee (the “Audit Committee”) of the Board of Directors of Digital Ally, Inc. (the “Company”) approved the dismissal of RBSM LLP (“RBSM”) as the Company’s independent registered public accounting firm.”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Certificate of amendment effecting a one-for-twenty reverse stock split of common stock, effective as of 5:30 p.m. ET on May 6, 2025 (effective 2025-05-06).
“On May 6, 2025, Digital Ally, Inc. (the “Company”), acting pursuant to authority received at an annual meeting of its stockholders on December 17, 2024, filed with the Secretary of State of the State of Nevada a certificate of amendment (the “Charter Amendment”) to its articles of incorporation, as amended (the “Articles of Incorporation”), which effected a one-for-twenty reverse stock split (the “Reverse Stock Split”) of all of the Company’s outstanding shares of common stock, par value $0.001 per share (the “Common Stock”).”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq delisting notice notice regarding late filing (rules 5250(c)(1)).
“April 23, 2025, Digital Ally, Inc. (the “Company”) received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), which indicated that, as a result of the Company’s delay in filing its Annual Report on Form 10-K for the period ended December 31, 2024 (the “Annual Report”), the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires Nasdaq-listed companies to timely file all required periodic financial reports with the U.S. Securities and Exchange Commission (the “SEC”). The Notice states that the Company has until April 30, 2025 to present”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)(iii)).
“March 6, 2025, the Company received notice (the “March 6 Letter”) from the Staff that the Staff had determined that as of March 5, 2025, the Company’s securities had a closing bid price of $0.10 or less for ten consecutive trading days triggering application of Listing Rule 5810(c)(3)(A)(iii) which states in part: if during any compliance period specified in Rule 5810(c)(3)(A), a company’s security has a closing bid price of $0.10 or less for ten consecutive trading days, the Listing Qualifications Department shall issue a Staff Delisting Determination under Rule 5810 with respect to that secu”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq noncompliance notice notice regarding stockholders equity (rules 5550(b)(1)).
“January 2, 2025, Nasdaq delivered a written notification notifying the Company that it had regained compliance with the Quarterly Report Requirement. Minimum Stockholders’ Equity Standard On January 2, 2025, the Company”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq noncompliance notice notice regarding late filing (rules 5250(c)(1)).
“November 27, 2024, Digital Ally, Inc. (the “Company”) received a notice from the Nasdaq Stock Market LLC (“Nasdaq”), which indicated that, as a result of the Company’s delay in filing its Quarterly Report on Form 10-Q fo”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“December 20, 2024, Digital Ally, Inc. (the “Company”) received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), which indicated that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”), as the Company’s closing bid price for its common stock, par value $0.001 per share (“Common Stock”), was below $1.00 per share for the prior thirty (30) consecutive business days. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a 180-calendar day compliance period, or until June 18, 2025 (the “Compliance Per”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Reduced the quorum requirement for stockholder meetings to 33 1/3% of issued and outstanding stock (effective 2024-11-06).
“On November 6, 2024, the Company adopted Amendment No. 1 to Bylaws (“Bylaws”) with the approval of the Company’s board of directors. The Bylaws were amended to reduce the quorum requirement at any meeting of the Company’s stockholders to thirty-three and one-third percent (33 1/3%) of the stock issued and outstanding and entitled to vote at such meeting.”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Filed certificates of correction to correct an omission in the articles of incorporation regarding the designation of ten million shares of preferred stock and the description thereof, which were erroneously omitted in a prior certificate of amendment (effective 2024-10-28).
“On October 28, 2024, Digital Ally, Inc. (the “ Company ”) filed a certificate of correction (the “ First Certificate of Correction ”) with the Secretary of State of Nevada to its articles of incorporation, as amended (the “ Articles of Incorporation ”).The First Certificate of Correction was filed to correct an omission in the Company’s certificate of amendment (the “ Certificate of Amendment ”) to Article XI of its Articles of Incorporation, filed with the Secretary of State of Nevada on February 7, 2023. Specifically, the Certificate of Amendment erroneously omitted ten million (10,000,000) shares of capital stock designated as preferred stock of the Company and the description thereof, as previously authorized and that was included in its original articles of incorporation. On October 30, 2024, due to a filing error on the First Certificate of Correction, the Company filed a subsequent certificate of correction (the “ Second Certificate of Correction ”) to correct Article XI of its”
M&A Transactions
KUSTOM ENTERTAINMENT, INC. completed a disposition involving Serenity Now, LLC for five million nine hundred thousand and 00/100 dollars ($5,900,000.00), exclusive of closing costs (closed 2024-08-12).
“(the “Buyer”) to sell a commercial office building and associated property located at 14001 Marshall Drive, Lenexa, KS (the “Property”) for five million nine hundred thousand and 00/100 dollars ($5,900,000.00), exclusive of closing costs. On August 12, 2024, pursuant to the Agreement, the Company and the Buyer completed the sale of the Property. The”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Elimination of Series A and Series B Preferred Stock certificate of designations, canceling all designations, rights, preferences, and limitations of those series (effective 2024-04-05).
“On April 5, 2024, Digital Ally, Inc., a Nevada corporation (the “Company”), filed with the Secretary of State of the State of Nevada an Elimination of Certificate of Designations of the Preferences, Rights and Limitations of the Series A Convertible Redeemable Preferred Stock (the “Series A Elimination Certificate”) and Elimination of Certificate of Designations of the Preferences, Rights and Limitations of the Series B Convertible Redeemable Preferred Stock (the “Series B Elimination Certificate”) in order to eliminate and cancel all designations, rights, preferences and limitations of the shares of the Company’s Series A Convertible Redeemable Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”) and Series B Convertible Redeemable Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”).”
Earnings Releases
KUSTOM ENTERTAINMENT, INC. reported the year ended December 31, 2023 results: revenue $28,248,344.
“more efficient management of our supply chain through outsourcing production, quantity purchases and more effective purchasing practices. ● Total revenues decreased in 2023 to $28,248,344 from $37,009,895 in 2022 a deterioration of $8,761,551 (24%). The primary reason for the overall revenue decrease is a decrease of $6,253,892 (41%) in service revenues from 2022”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq deficiency notice notice regarding audit committee (rules 5605).
“March 14, 2024, the Nasdaq Listing Qualifications staff notified Digital Ally, Inc. (the “Company”), that due to resignation of Mr. Michael J. Caulfield from the Company’s board of directors (the “Board”) effective on January 31, 2024, the Company no longer complies with the audit committee and compensation committee requirements as set forth in Listing Rule 5605 of The Nasdaq Stock Market LLC (“Nasdaq”), including the requirements that there are at least three independent directors on the Company’s audit committee and at least two independent directors on the Company’s compensation committee.”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Asset Purchase Agreement with JC Entertainment, LLC valued at $542,959.15 (effective 2024-03-01).
“On March 1, 2024, Kustom 440 Inc., a Nevada corporation and wholly-owned subsidiary of Kustom Entertainment (“ Kustom 440 ”), entered into an Asset Purchase Agreement (the “ Acquisition Agreement ”) with JC Entertainment, LLC, a Kansas limited liability company (“ JC Entertainment ”). Pursuant to the Acquisition Agreement, Kustom 440 acquired certain assets associated with a music entertainment event (“ Country Stampede ”), including all intellectual property arising out of and relating to Country Stampede (“ Country Stampede Intellectual Property ”) and certain contracts in which JC Entertainment is a party to host and operate the 2024 Country Stampede (the “ Assumed Contracts ”, and together with the Country Stampede Intellectual Property, the “ Purchased Assets ”). As consideration for acquiring the Purchased Assets, Kustom 440 paid JC Entertainment the aggregate purchase price amount of Five Hundred Forty Two Thousands Nine Hundred Fifty Nine and 15/100 Dollars ($542,959.15), with”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Note Purchase Agreement with Mosh Man, LLC valued at $1,425,000 (effective 2024-03-01).
“On March 1, 2024, Digital Ally, Inc. (the “Company”) entered into a Note Purchase Agreement (the “ Agreement ”), by and between the Company, Kustom Entertainment, Inc., a Nevada corporation and wholly-owned subsidiary of the Company (“ Kustom Entertainment ” and, together with the Company, the “ Borrowers ”), and Mosh Man, LLC, a New Jersey limited liability company (the “ Purchaser ”), pursuant to which the Borrowers issued to the Purchaser a Senior Secured Promissory Note (the “ Note ”) with a principal amount of $1,425,000.”
Michael J. Caulfield resigned as Director at KUSTOM ENTERTAINMENT, INC..
“On January 31, 2024, Michael J. Caulfield notified the Board of Directors (the “Board”) of Digital Ally, Inc. (the “Company”) that he resigns as a director of the Board, effective immediately.”
D. Duke Daughtery was appointed as Audit Committee Chairman at KUSTOM ENTERTAINMENT, INC..
“D. Duke Daughtery, will replace Mr. Hutchins as the Audit Committee Chairman.”
Daniel F. Hutchins retired as Director at KUSTOM ENTERTAINMENT, INC..
“On December 15, 2023, Daniel F. Hutchins notified the Board of Directors (the “Board”) of Digital Ally, Inc. (the “Company”) that he intends to retire as a director of the Board, effective December 31, 2023”
Earnings Releases
KUSTOM ENTERTAINMENT, INC. reported third quarter ended September 30, 2023 results: revenue Total revenues for the three months ended September 30, 2023 were $6,337,699.
“Total revenues for the three months ended September 30, 2023 were $6,337,699, a decrease of $2,146,454, or (25%), as compared to $8,484,153 for the three months ended September 30, 2022.”
Debt Financings
KUSTOM ENTERTAINMENT, INC. incurred revolving credit of $4,880,000 with Kompass Kapital Funding, LLC at the greater of (i) the Prime Rate plus four percent or (ii) eight percent maturing October 26, 2025.
“”) by and between the Company, as grantor, and Kompass, as grantee, and issued a Revolving Note (the “ Revolving Note ”) to Kompass. The gross proceeds to the Company are $4,880,000 before repaying those certain Senior Secured Convertible Notes issued on April 5, 2023 in the aggregate amount of $3,162,500 and paying customary fees and expenses. Pursuant to”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Loan Agreement with Kompass Kapital Funding, LLC valued at $4,880,000 (effective 2023-10-26).
“On October 26, 2023, Digital Ally, Inc. (the “Company”) entered into a Loan and Security Agreement (the “ Loan Agreement ”) by and between the Company, Digital Ally Healthcare, Inc., a Nevada corporation and wholly-owned subsidiary of the Company (“ Digital Ally Healthcare ” and, together with the Company, the “ Borrower ”), and Kompass Kapital Funding, LLC, a Kansas limited liability company (“ Kompass ”).”
Shareholder Votes
KUSTOM ENTERTAINMENT, INC. shareholders approved Approval of the transactions contemplated by the securities purchase agreement, entered into as of April 5, 2023, by and between the Company and investors, including, the issuance of 20% or more of our outstanding shares of Common Stock upon (i) conversion of the senior secured convertible notes due at the 2023-08-23 meeting.
“Proposal Four : Approval of the transactions contemplated by the securities purchase agreement, entered into as of April 5, 2023, by and between the Company and investors, including, the issuance of 20% or more of our outstanding shares of Common Stock upon (i) conversion of the senior secured convertible notes due January 5, 2024, (ii) exercise of Tranche 1 Common Stock Purchase Warrant (iii) exercise of Tranche 2 Common Stock Purchase Warrant; and (iv) exercise of Tranche 3 Common Stock Purchase Warrant, each dated April 5. Votes For Votes Against Abstain Broker Non-Votes 450,962, 134,561 12,106 897,882 The proposal was approved.”
Shareholder Votes
KUSTOM ENTERTAINMENT, INC. shareholders approved Ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 at the 2023-08-23 meeting.
“Proposal Three : Ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. Votes For Votes Against Abstain 1,329,378 151,912 14,221 The appointment of RBSM LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023 was ratified.”
Shareholder Votes
KUSTOM ENTERTAINMENT, INC. shareholders approved Approval of the Amendment to the 2022 Digital Ally, Inc. Stock Option and Restricted Stock Plan (the “Plan Amendment”) at the 2023-08-23 meeting.
“Proposal Two : Approval of the Amendment to the 2022 Digital Ally, Inc. Stock Option and Restricted Stock Plan (the “Plan Amendment”) . Votes For Votes Against Abstain Broker Non-Votes 333,004 256,071 8,554 897,882 The Plan Amendment was approved.”
Shareholder Votes
KUSTOM ENTERTAINMENT, INC. shareholders approved Election of Four Directors of the Company at the 2023-08-23 meeting.
“Proposal One : Election of Four Directors of the Company. Name Votes For Votes Withheld Broker Non-Votes Stanton E. Ross 457,692 139,935 897,882 Leroy C. Richie 353,646 243,983 897,882 Daniel F. Hutchins 464,102 133,527 897,882 Michael J. Caulfield 455,869 141,760 897,882 All nominees were duly elected.”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Agreement and Plan of Merger with Digital Ally, Inc., Clover Leaf Capital Corp., CL Merger Sub, Inc., Yntegra Capital Investments LLC, and Kustom Entertainment, Inc. valued at approximately $125 million (effective 2023-06-01).
“On June 1, 2023, Digital Ally, Inc., a Nevada corporation (the “ Company Stockholder ”), and the sole stockholder of the Company (as defined below), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Clover Leaf Capital Corp., a Delaware corporation (together with its successors, “ Clover Leaf ”), CL Merger Sub, Inc., a Nevada corporation and a wholly-owned subsidiary of Clover Leaf (“ Merger Sub ”), Yntegra Capital Investments LLC, a Delaware limited liability company, in the capacity as the representative from and after the Effective Time (as defined in the Merger Agreement) for the stockholders of Clover Leaf (other than the Company Stockholder as of immediately prior to the Effective Time and its successors and assignees) in accordance with the terms and conditions of the Merger Agreement (the “Sponsor” or the “ Purchaser Representative ”), and Kustom Entertainment, Inc., a Nevada corporation with a focus and mission to own and produce events, festivals, a”
Earnings Releases
KUSTOM ENTERTAINMENT, INC. reported the three months ended March 31, 2023 results: revenue $7,697,190.
“Total revenues for the three months ended March 31, 2023 and 2022 were $7,697,190 and $10,294,781, respectively, a decrease of $2,597,591 (25%).”
Debt Financings
KUSTOM ENTERTAINMENT, INC. incurred senior notes of $3,000,000 with certain investors at No interest accrues under the Notes.
“At the First Closing, the Company issued and sold to the Purchasers Senior Secured Convertible Notes in the aggregate original principal amount of $3,000,000”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Security Agreement with Purchasers valued at Secured by substantially all assets (effective 2023-04-05).
“The Notes rank senior to all outstanding and future indebtedness of the Company and its subsidiaries, and are secured by substantially all of the Company’s assets, as evidenced by (i) a Security Agreement entered into at the Closing (the “Security Agreement”), (ii) a Trademark Security Agreement entered into at the Closing (the “Trademark Security Agreement”), (iii) a Patent Security Agreement entered into at the Closing (the “Patent Security Agreement”), (iv) a Guaranty executed by all direct and indirect subsidiaries of the Company (the “Guaranty”) pursuant to which each of them has agreed to guaranty the obligations of the Company under the Notes, and (v) a mortgage on the Company’s headquarters building in favor of the Purchasers.”
Material Agreements
KUSTOM ENTERTAINMENT, INC. entered into Senior Secured Convertible Notes with certain investors valued at $3,000,000 principal amount (effective 2023-04-05).
“On April 5, 2023, Digital Ally, Inc. (the “Company”) entered into and consummated the initial closing (the “First Closing”) of the transactions contemplated by a Securities Purchase Agreement, dated as of April 5, 2023 (the “Purchase Agreement”), between the Company and certain investors (the “Purchasers”).”
Earnings Releases
KUSTOM ENTERTAINMENT, INC. reported the year ended December 31, 2022 results: revenue $37,009,895.
“the Company’s 1-for-20 reverse stock split, which was effective on February 6, 2023. Highlights for the year ended December 31, 2022 ● Total revenues increased in 2022 to $37,009,895 from $21,413,434 in 2021 an improvement of $15,596,461 (73%). The primary reason for the overall revenue increase is an increase of $13,776,856 (113%), in service revenues from”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Filed certificate of amendment to effect a one-for-twenty reverse stock split of common stock (effective 2023-02-06).
“On February 6, 2023, Digital Ally, Inc. (the “Company”), acting pursuant to authority received at the annual meeting of its stockholders on December 7, 2022, filed a certificate of amendment (the “Certificate of Amendment”) to its articles of incorporation, as amended (the “Articles of Incorporation”), to effect a one-for-twenty reverse stock split (the “Reverse Stock Split”) of all of the Company’s outstanding shares of common stock, par value $0.001 per share (the “Common Stock”), effective as of the time of filing (the “Effective Time”).”
Listing & Compliance Notices
KUSTOM ENTERTAINMENT, INC. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“January 4, 2023, Nasdaq approved the Company’s request for a second 180-day period, or until July 3, 2023, to regain compliance with the Minimum Bid Price Requirement. If the Company does not regain compliance within the allotted compliance period(s), including any further extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Common Stock will be subject to delisting from the Nasdaq Capital Market. The Company intends to continuously monitor the closing bid price for its Common Stock and is in the process of considering various measures to resolve the deficiency and reg”
Governance Changes
KUSTOM ENTERTAINMENT, INC.: Increased authorized shares of capital stock from 110,000,000 to 210,000,000 (effective 2022-12-08).
“On December 8, 2022, 2022, the Company filed a Certificate of Amendment to its Articles of Incorporation (“Articles”) with the Secretary of State of the State of Nevada to increase the number of authorized shares of its capital stock that the Company may issue from 110,000,000 shares to 210,000,000 shares”
Shareholder Votes
KUSTOM ENTERTAINMENT, INC. shareholders approved Ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022 at the 2022-12-31 meeting.
“Proposal Six : Ratification of the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022. Votes For Votes Against Abstain 23,707,430 4,441,702 1,379,192 The appointment of RBSM LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2022 was ratified.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.