KUSTOM ENTERTAINMENT, INC. 8K

Kustom Entertainment, Inc. agreed to acquire all ownership interests of TFL, LLC for $112 million in cash and stock, plus an EBITDA-based stock holdback, with customary post-closing adjustments and escrow arrangements.

Kustom Entertainment, Inc. entered into a Unit Purchase Agreement dated August 31, 2026 to acquire all of the equity interests (Units) of TFL, LLC, a Kansas limited liability company, from the Rouen Trust, various Rouen and Fromm irrevocable trusts, and William M. Fromm, for total consideration of $112,000,000 consisting of $89,600,000 in cash (subject to a post-closing net debt and transaction expense adjustment) and $22,400,000 in restricted common stock, plus an additional $11,200,000 of restricted common stock held back and issuable based on TFL’s Adjusted EBITDA performance through December 31, 2027, with part of the cash consideration placed into escrow to secure purchase price adjustment and indemnification obligations and the parties executing related escrow, registration rights, lock-up, and employment agreements at closing.

Filing Facts

CIK

1342958

Ticker

-

Form

8K

Source Type

sec

Accession

0001493152-26-040948

Alert Tier

8