Kustom Entertainment Inc（KUST）资讯与事件KUSTKustom Entertainment Inc

Kustom Entertainment Acquires 100% Equity of TFL, LLC

Kustom Entertainment announced that it has entered into a definitive unit purchase agreement to acquire 100% of the equity interests of TFL, LLC. Under the terms of the unit purchase agreement, Kustom will acquire 100% of TFL's issued and outstanding equity units from its selling members for consideration consisting of cash, shares of Kustom common stock, and some of the share consideration will be held back and released upon completion of future EBITDA performance milestones. The transaction is subject to customary closing conditions, including working capital adjustments, escrow provisions, regulatory consent, and specified financing conditions.

Cycurion Acquires Kustom Entertainment Video Solutions Assets

Cycurion (CYCU) announced that it has entered into an asset purchase agreement with Kustom Entertainment (KUST) to acquire substantially all of the assets comprising Kustom's video-solutions division, including the development, sale, licensing, support and servicing of video hardware, camera products, platforms, software and software solutions, subject to the satisfaction or waiver of closing conditions as set forth in the asset purchase agreement. Closing is expected in early July. Subject to closing, the aggregate purchase consideration is expected to consist of a cash payment of $1.25M, a $4.25M secured promissory note, contingent cash consideration of up to $1M payable only upon the achievement of specified earnout conditions, and warrants to purchase up to 2,000,000 shares of Cycurion common stock. The transaction structure is intended to align a substantial portion of the consideration with future performance while limiting immediate equity dilution to existing stockholders. Upon closing, Cycurion expects to gain access to approximately 1,000 new customer relationships, including numerous police departments and municipal agencies where the company already provides cybersecurity and managed services. These overlapping relationships create immediate opportunities for cross-selling integrated video, evidence management, and AI-driven security solutions. Based on information from the seller, the business generated approximately $5.1M in annual revenue and holds approximately $8M in contracted backlog, primarily from recurring subscriptions and multi-year contracts. Cycurion believes the acquisition can enhance operating leverage and support margin expansion, although there can be no assurance that these benefits will be realized.

Kustom Entertainment Divests Video Solutions Division to Cycurion for $5.5M

Kustom Entertainment (KUST) announced it has entered into a binding agreement for the divestiture of its legacy video solutions division to Cycurion (CYCU). The transaction represents a key operational milestone in Kustom's planned corporate overhaul, following the divestiture of its medical billing business earlier this year and the company's recently announced multi-year partnership between its wholly owned subsidiary, Kustom 440 and Ruffin Properties, owner of Gilley's Park City. The consideration includes: $5.5M in total consideration, including $1.25M in upfront cash and a $4.25M secured promissory note payable over 36 months at 7% interest. Kustom will receive 2M warrants to purchase Cycurion common stock, giving the Company potential upside from Cycurion's future market performance as the legacy video solutions division is integrated into Cycurion's security business. The divestiture is expected to close in July, subject to the satisfaction of customary closing conditions. Based on total consideration of $5.5M, the transaction equates to approximately $5.33 per estimated current outstanding common share.