8-KFiled Jul 26, 8:00 PM ET

KUSTOM ENTERTAINMENT Announces Amendment to Asset Sale to Cycurion

$KUST · KUSTOM ENTERTAINMENT, INC.

Research Summary

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KUSTOM ENTERTAINMENT Announces Amendment to Asset Sale to Cycurion

What Happened

  • KUSTOM ENTERTAINMENT, INC. (KUST) filed an 8-K reporting an Amendment No. 1 and Forbearance/Extension Agreement to its June 24, 2026 Asset Purchase Agreement with Cycurion, Inc. (CYCU).
  • The amendment, signed July 23, 2026, extends the anticipated closing to on or about September 15, 2026, and was announced via a press release on July 27, 2026. All conditions precedent to the original Acquisition Agreement have been satisfied or waived.

Key Details

  • Buyer: Cycurion, Inc. (CYCU). Original agreement dated June 24, 2026.
  • Extension consideration: immediate, non‑refundable $250,000 cash payment to KUST.
  • Replacement of previously contemplated 2,000,000 CYCU warrants with Series H CYCU Preferred Stock having an aggregate stated value of $600,000.
  • Series H Preferred Stock: accrues dividends at 12.0% per year (paid quarterly); convertible into CYCU common stock at a conversion rate equal to (stated value + accrued dividends) ÷ $1.45 per share.
  • Registration Rights Agreement amended so registration rights apply to all CYCU common shares issuable upon conversion of or payment of dividends on the Series H Preferred Stock.

Why It Matters

  • This filing confirms KUST is moving forward with the sale of its video-solutions division (hardware, cameras, platforms, software and related assets) and has secured immediate cash and convertible preferred stock as part of an extension to closing.
  • Investors should note the $250K non‑refundable payment and the $600K stated value of preferred stock with a 12% dividend—these are material near‑term considerations for KUST’s cash position and potential future equity exposure tied to CYCU.
  • The amendment delays closing to mid-September 2026 but states both parties are aligned to complete the transaction; registration rights on converted shares could affect future CYCU share availability/transferability.