8-KFiled Jul 26, 8:00 PM ET
KUSTOM ENTERTAINMENT Announces Amendment to Asset Sale to Cycurion
$KUST · KUSTOM ENTERTAINMENT, INC.Research Summary
AI-generated summary of this SEC filing
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.