Starco Brands, Inc. Announces Acquisition of Custom Foods for $8M+

What Happened

• Starco Brands, Inc. announced it closed the acquisition of Custom Foods, LLC on July 15, 2026. The purchase was made through Starco’s newly formed, wholly owned subsidiary Starco Manufacturing, LLC.
• The acquisition was financed with funding from Pasadena Private Lending Inc. under a Loan Agreement, creating a new direct financial obligation for the company. The Purchase Agreement is filed as Exhibit 2.1 to the 8‑K.

Key Details

• Purchase price at closing: $8,000,000 in cash.
• Additional contingent consideration: up to $2,500,000 (LBC Earnout) payable if specified Net Revenue targets for the Base Business are met for the calendar year ending December 31, 2027; the earnout is subject to a sliding scale per the Purchase Agreement.
• Closing date: July 15, 2026.
• Financing: loan provided by Pasadena Private Lending Inc.; company will record the related direct financial obligation under Item 2.03.
• The company will furnish pro forma financial information (per Regulation S‑X Rule 3‑05) as an amendment to the Form 8‑K within 71 days of the filing deadline. A press release announcing the transaction is attached as Exhibit 99.1 and posted on the company website.

Why It Matters

• The acquisition expands Starco’s business through ownership of Custom Foods and brings immediate cash consideration of $8.0M on the balance sheet, offset by new debt from the financing.
• The contingent earnout (up to $2.5M) links additional payments to Custom Foods’ revenue performance in 2027, so future cash outflows will depend on actual results.
• Investors should watch for the forthcoming pro forma financial statements to understand how the acquisition and the related loan affect Starco’s balance sheet, leverage and reported results.