Adapti, Inc. 8-K

What Happened Adapti, Inc. announced on April 6, 2026 (via an 8-K) that it closed an Asset Purchase Agreement to acquire substantially all assets of Levelution Sports Agency, LLC on April 1, 2026. The purchase involved accounts receivable, athlete contracts, tangible property, intellectual property, prepaid expenses and goodwill. As consideration the company issued 324,675 shares of its common stock; 32,468 of those shares are being held in escrow for up to 18 months to satisfy potential indemnification claims. Ancillary agreements executed at closing include a bill of sale, assignment and assumption, IP assignment, a transition services agreement and a 12‑month lock‑up for the selling members. A press release announcing the transaction was issued on April 2, 2026.

Key Details

• Consideration: 324,675 shares of Adapti common stock issued to Levelution members.
• Escrow: 32,468 shares held for up to 18 months to cover indemnity obligations.
• Transition: Former Levelution president Kirk Noles will provide transition services for 6 months at no additional pay.
• Lock-Up: Sellers agreed not to sell the issued shares for 12 months from the closing.

Why It Matters This is an asset acquisition (not a stock purchase) that brings athlete contracts, receivables and IP onto Adapti’s balance sheet, which could add revenue streams and operational responsibilities as the business is integrated. The issuance of 324,675 shares is a non‑cash consideration that dilutes existing shareholders to the extent those shares increase the company’s outstanding float; the 18‑month escrow and indemnities limit Adapti’s near‑term exposure to seller liabilities. Investors should review the full agreements and the company’s subsequent disclosures for details on how the acquired assets will be integrated and any expected financial impact.