8-KAccepted Oct 13, 5:30 PM ET
Sadot Group Inc.: terminates joint venture agreement with VisionWave
Accepted (ET)
5:30 PM
Oct 13, 2026
Filed
Oct 13, 2026
Documents
12
Size
312.4 KB
Summary
Sadot Group Inc.: terminates joint venture agreement with VisionWave
What happened Sadot Group Inc filed an 8-K reporting that on Oct 12, 2026 it entered into a letter agreement (the "Termination Agreement") with VisionWave Holdings, Inc., VisionWave IL Ltd., CMJV LLC, C.M. Composite Materials Ltd. and Matania (Mati) Moskovich to terminate the Joint Venture and Operating Agreement dated Sep 30, 2026 and to unwind the transactions consummated at the closing of that JV Agreement, other than the issuance of the 250,000 Entry Premium Shares, which VisionWave will retain.
Key details
- Effective Oct 12, 2026, the Company's $7,814,323 capital commitment and related funding milestones under the JV Agreement were extinguished; the Company had not funded any portion and no draw request had been submitted.
- All 7,814,323 units of membership interest in CMJV held by the Company were cancelled for no consideration; the Company withdrew as a member and its two designees resigned as managers, leaving VisionWave as sole member.
- VisionWave will retain the 250,000 Entry Premium Shares and, in consideration, agreed to issue the Company 500,000 shares of VisionWave common stock (the VisionWave Consideration Shares).
- The parties exchanged mutual general releases, VisionWave, VisionWave IL Ltd. and CMJV agreed to indemnify the Company for claims relating to CM and the loans, and the Company did not incur any early termination penalty, break fee or other amount.
- Haggai Ravid, an executive director of Sadot Group Inc and a member of VisionWave's board, was one of the Company's designated managers of CMJV; the Termination Agreement was approved by Sadot Group Inc's board (directors other than Mr. Ravid approving after disclosure of his relationship) and by the audit committee.
Why it may matter This item was reported under Item 1.02, "Termination of a material definitive agreement," and covers the termination of the JV Agreement dated Sep 30, 2026 and the unwinding of the related funding commitments, membership interests and releases described above. This filing does not show why the insider traded or why the company acted.