logo
Nightfood Holdings (OTCQB: NGTF) Signs $41M LOI to Acquire Victorville Hotel as Model Property for Robotics-Enabled Hospitality

Nightfood Holdings (OTCQB: NGTF) Signs $41M LOI to Acquire Victorville Hotel as Model Property for Robotics-Enabled Hospitality

Yahoo08-04-2025
Deal marks major step in NGTF's expansion strategy, combining AI-powered automation with real estate value creation
TARRYTOWN, N.Y., April 08, 2025 (GLOBE NEWSWIRE) -- via IBN — Nightfood Holdings, Inc. (OTCQB: NGTF), an emerging leader in AI-powered automation and next-generation hospitality solutions, today announces its entry into a letter of intent (LOI) to acquire the assets of Victorville Treasure Holdings, LLC, owner and operator of a 155-room Holiday Inn(R) located at 15494 Palmdale Road in Victorville, California. The property is currently undergoing a major renovation, including the addition of a new state-of-the-art fitness center, to qualify for Courtyard by Marriott(R) rebranding.
This transaction marks another milestone in Nightfood's aggressive acquisition strategy, further expanding its footprint in hospitality real estate and smart-service automation. The Victorville property utilizes Skytech's robotic technologies to reduce operating costs and improve profitability. According to Research and Markets, the global service robotics industry is projected to reach over $170 billion by 2030—highlighting the growing value of automation across sectors Nightfood is targeting. Following the acquisition, Nightfood plans to continue developing the site as a model property and proof-of-concept for its integrated Robotics-as-a-Service (RaaS) platform and hospitality asset management approach—one of many more to come.
A Transformative Deal for NGTF
Under the terms of the LOI, Nightfood will acquire the Victorville hotel in a transaction valued at $41 million, based on completion of ongoing renovations and franchise conversion. After accounting for an outstanding $10 million mortgage, the net purchase price of $31 million will be paid in Series C Convertible Preferred Stock, issued as part of a 100% share exchange under Section 368(b) of the Internal Revenue Code.
The agreement also includes a performance-based earnout of $5 million, payable in additional Series C Preferred Shares, contingent upon the successful completion of two key milestones:
The launch of the new gym facility with at least 50 enrolled members.
A minimum of 30 days of operation under the Courtyard by Marriott(R) brand.
Powering Growth Through Team Strength
'As we advance the acquisitions of Skytech, CarryoutSupplies.com and now the Victorville hotel, I want to emphasize what we believe is our most important strategic asset: our team,' said Jamie Steigerwald, Chairman of Nightfood Holdings. 'This group brings unmatched depth in food service, hospitality and real estate development.'
The leadership and operating team driving Nightfood's expansion has:
Developed over 50 properties
Managed more than 130 hotels
Served over 6,000 quick-service restaurants
'This expertise is critical as we scale both our RaaS platform and our hospitality portfolio,' added Steigerwald. 'NGTF operates at the unique intersection of automation and real estate value creation—but it's not just about tools or assets. What truly sets us apart is our people: the experienced builders, operators, and visionaries who know how to execute at scale and adapt to market shifts in real time.'
Strategic Synergy and Long-Term Value
The Victorville hotel is projected to realize a 25–40% revenue increase following its upgrades and franchise conversion. Nightfood views the integration of high-performing real estate assets with cutting-edge automation technology as a foundational element of its long-term growth and value strategy.
The LOI includes a 30-day due diligence period and a 180-day exclusivity clause, with the closing contingent upon:
Delivery of two years of PCAOB-audited financials by the Seller.
Uplisting approval for Nightfood Holdings to a national exchange.
Continuing Strong Momentum in 2025
This LOI builds upon the momentum from NGTF's recently announced acquisition of Skytech Automated Solutions and further supports the company's $40 million M&A roadmap. Nightfood's strategy is designed to accelerate revenue growth, unlock operating synergies, and drive long-term shareholder value.
The Company expects to announce additional transactions in the coming months as it continues executing its multipronged expansion plan throughout 2025.
About Nightfood Holdings, Inc. (OTCQB: NGTF)
Nightfood Holdings, Inc. is an acquisition and development company focused on next-generation hospitality solutions, specializing in AI-powered automation and robotics integration across hotel and food service environments. Through strategic M&A, Nightfood is building a portfolio that combines Robot-as-a-Service (RaaS) capabilities with high-performing real estate assets, uniquely positioned for operational excellence and long-term growth. Each acquisition expands NGTF's revenue base while creating downstream cross-selling and automation deployment opportunities.
Forward-Looking Statements
This press release contains forward-looking statements, including those relating to the anticipated completion of the transaction and future performance. These statements are subject to risks and uncertainties. Actual results may differ materially from those expressed or implied. Please refer to the Company's SEC filings for further risk disclosures.
Investor & Media ContactsInvestor Relations: ir@nightfoodholdings.comMedia Inquiries: media@nightfoodholdings.com(866) 261-7778www.nightfoodholdings.com
Corporate CommunicationsIBNAustin, Texaswww.InvestorBrandNetwork.com512.354.7000 OfficeEditor@InvestorBrandNetwork.com
Orange background

Try Our AI Features

Explore what Daily8 AI can do for you:

Comments

No comments yet...

Related Articles

ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT
ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT

Business Upturn

time3 hours ago

  • Business Upturn

ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT

By GlobeNewswire Published on July 25, 2025, 21:22 IST Vancouver, British Columbia, July 25, 2025 (GLOBE NEWSWIRE) — St. James Gold Corp. (the 'Company' or 'St. James') (TSXV: LORD) (OTCQB: LRDJF) (FSE: BVU3) announced today that its common shares will be reinstated for trading on the TSX Venture Exchange (the 'Exchange') on or about July 29, 2025 as the TSX Venture Exchange has completed its review. The Company's financial statements for the period ended March 31, 2025 reflected a working capital deficiency $1,905,769. In order to resolve the deficiency and comply with the Exchange listing requirements, the Company has taken the following steps: The Company has entered into agreements with its largest short-term creditors to issue unsecured notes with a maturity 18 month after issuance to satisfy their indebtedness. A total of $1,580,052.49 of short-term debt is expected to be resolved pending Exchange review and Exchange acceptance. The Company has written off $317,725 of indebtedness that was beyond the statutory limitation period. As a result of these transactions, and after closing of the Company's pending private placement, announced December 27, 2024, the adjusted working capital as at March 31, 2025, will be $129,209.49. Of the $1,580,052.49 a total of $1,222,758 represents management fees owed to current and former management. The agreements under which the fees were incurred were never filed or accepted by the Exchange. In addition, $917,068 of these fees exceeded the amounts permissible under Exchange policy. As a result the notes issued in satisfaction of those fees are non interest bearing and are subject to restriction on payment or conversion into stock without approval by a majority of the disinterested shareholders of the Company. The remaining notes that were issued in satisfaction of legal fees and disbursements and amounts advanced by a shareholder to pay Auditors bill bear interest at 10% per annum. The Company intends to seek approval of shares for debt to satisfy the unrestricted notes once the shares of the Company return to trading and the market has stabilized, and to seek approval of the shares for debt to satisfy the restricted notes once the required disinterested shareholder approval is obtained. About St James Gold Corp. St. James Gold Corp. is a publicly traded company listed on the TSX Venture Exchange under the trading symbol 'LORD', in the U.S. Market listed on OTCQB under 'LRDJF' and on the Frankfurt Stock Exchange under 'BVU3'. The Company is focused on creating shareholder value through the discovery and development of economic mineral deposits by acquiring prospective exploration projects with well-delineated geological theories; integrating all available geological, geochemical, and geophysical datasets; and financing efficient exploration programs. The Company currently holds: (i) 100-per-cent stake in 29 claims, covering 1,791 acres, in the Gander gold district in north-central Newfoundland located adjacent to New Found Gold Corp.'s Queensway North project; and (ii) a 100-per-cent stake in 9 claims and an option to acquire a further 100-per-cent interest in 19 claims, covering a total 1,730 acres, in central Newfoundland located adjacent to Marathon Gold's Valentine Lake property. For more corporate information please visit: This release has been reviewed and approved by Logan Anderson, CFO. St. James Gold further information, please contact: Tel: 1 (800) 278-2152 Email: [email protected] Forward Looking Statements This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities laws (collectively, 'forward-looking statements'). All other statements that are not historical facts, particularly statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance of the Company. Often, but not always, forward-looking statements can be identified through the use of words or phrases such as 'will likely result', 'are expected to', 'expects', 'will continue', 'is anticipated', 'anticipates', 'believes', 'estimated', 'intends', 'plans', 'forecast', 'projection', 'strategy', 'objective' and 'outlook'. Forward-looking statements contained in this news release are made based on reasonable estimates and assumptions made by management of the Company at the relevant time in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that are believed to be appropriate and reasonable in the circumstances. Forward-looking statements contained in this news release are made as of the date of this news release and the Company will not update any such forward-looking statements as a result of new information or if management's beliefs, estimates, assumptions or opinions change, except as required by law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond the Company's control, which could cause actual results, performance, achievements and events to differ materially from those that are disclosed in or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the impact and progression of the COVID-19 pandemic and other factors outlined in the Company's Annual Information Form dated July 26, 2021 (the 'AIF') filed under the Company's profile on SEDAR at The Company cautions that the list of risk factors and uncertainties described in its AIF on SEDAR are not exhaustive and other factors could materially affect its results. New factors emerge from time to time, and it is not possible for the Company to consider all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Any forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement. NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE. Disclaimer: The above press release comes to you under an arrangement with GlobeNewswire. Business Upturn takes no editorial responsibility for the same. Ahmedabad Plane Crash GlobeNewswire provides press release distribution services globally, with substantial operations in North America and Europe.

ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT
ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT

Hamilton Spectator

time4 hours ago

  • Hamilton Spectator

ST. JAMES GOLD CORP. (TSX-V: LORD) ANNOUNCES REINSTATMENT OF TRADING, DEBT RESOLUTION, AND EXPIRED INVESTOR RELATIONS CONTRACT

Vancouver, British Columbia, July 25, 2025 (GLOBE NEWSWIRE) — St. James Gold Corp. (the 'Company' or 'St. James') (TSXV: LORD) (OTCQB: LRDJF) (FSE: BVU3) announced today that its common shares will be reinstated for trading on the TSX Venture Exchange (the 'Exchange') on or about July 29, 2025 as the TSX Venture Exchange has completed its review. The Company's financial statements for the period ended March 31, 2025 reflected a working capital deficiency $1,905,769. In order to resolve the deficiency and comply with the Exchange listing requirements, the Company has taken the following steps: As a result of these transactions, and after closing of the Company's pending private placement, announced December 27, 2024, the adjusted working capital as at March 31, 2025, will be $129,209.49. Of the $1,580,052.49 a total of $1,222,758 represents management fees owed to current and former management. The agreements under which the fees were incurred were never filed or accepted by the Exchange. In addition, $917,068 of these fees exceeded the amounts permissible under Exchange policy. As a result the notes issued in satisfaction of those fees are non interest bearing and are subject to restriction on payment or conversion into stock without approval by a majority of the disinterested shareholders of the Company. The remaining notes that were issued in satisfaction of legal fees and disbursements and amounts advanced by a shareholder to pay Auditors bill bear interest at 10% per annum. The Company intends to seek approval of shares for debt to satisfy the unrestricted notes once the shares of the Company return to trading and the market has stabilized, and to seek approval of the shares for debt to satisfy the restricted notes once the required disinterested shareholder approval is obtained. About St James Gold Corp. St. James Gold Corp. is a publicly traded company listed on the TSX Venture Exchange under the trading symbol 'LORD', in the U.S. Market listed on OTCQB under 'LRDJF' and on the Frankfurt Stock Exchange under 'BVU3'. The Company is focused on creating shareholder value through the discovery and development of economic mineral deposits by acquiring prospective exploration projects with well-delineated geological theories; integrating all available geological, geochemical, and geophysical datasets; and financing efficient exploration programs. The Company currently holds: (i) 100-per-cent stake in 29 claims, covering 1,791 acres, in the Gander gold district in north-central Newfoundland located adjacent to New Found Gold Corp.'s Queensway North project; and (ii) a 100-per-cent stake in 9 claims and an option to acquire a further 100-per-cent interest in 19 claims, covering a total 1,730 acres, in central Newfoundland located adjacent to Marathon Gold's Valentine Lake property. For more corporate information please visit: This release has been reviewed and approved by Logan Anderson, CFO. St. James Gold Corp. For further information, please contact: Tel: 1 (800) 278-2152 Email: info@ Forward Looking Statements This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities laws (collectively, 'forward-looking statements'). All other statements that are not historical facts, particularly statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance of the Company. Often, but not always, forward-looking statements can be identified through the use of words or phrases such as 'will likely result', 'are expected to', 'expects', 'will continue', 'is anticipated', 'anticipates', 'believes', 'estimated', 'intends', 'plans', 'forecast', 'projection', 'strategy', 'objective' and 'outlook'. Forward-looking statements contained in this news release are made based on reasonable estimates and assumptions made by management of the Company at the relevant time in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that are believed to be appropriate and reasonable in the circumstances. Forward-looking statements contained in this news release are made as of the date of this news release and the Company will not update any such forward-looking statements as a result of new information or if management's beliefs, estimates, assumptions or opinions change, except as required by law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond the Company's control, which could cause actual results, performance, achievements and events to differ materially from those that are disclosed in or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the impact and progression of the COVID-19 pandemic and other factors outlined in the Company's Annual Information Form dated July 26, 2021 (the 'AIF') filed under the Company's profile on SEDAR at . The Company cautions that the list of risk factors and uncertainties described in its AIF on SEDAR are not exhaustive and other factors could materially affect its results. New factors emerge from time to time, and it is not possible for the Company to consider all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Any forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement. NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

VERSES® Featured in IEEE Spectrum
VERSES® Featured in IEEE Spectrum

Hamilton Spectator

time8 hours ago

  • Hamilton Spectator

VERSES® Featured in IEEE Spectrum

VANCOUVER, British Columbia, July 25, 2025 (GLOBE NEWSWIRE) — VERSES AI Inc. (CBOE: VERS) (OTCQB: VRSSF) ('VERSES'' or the 'Company'), a cognitive computing company specializing in next-generation agentic software systems, has been featured in IEEE Spectrum, the flagship publication of the IEEE, the world's largest professional organization devoted to engineering and the applied sciences. The article, co-authored by VERSES CEO Gabriel René, addresses questions such as: Why does the Spatial Web matter? How, exactly, can it make the world better? These are answered with five example use cases for the Spatial Web: VERSES CEO Gabriel René said 'I am delighted to see our vision of the Spatial Web in IEEE Spectrum. These standards will make it easier for our product, Genius™, to interconnect a physical world-full of devices, phones, wearables, robots, drones, and even AI agents. For Genius customers, this can mean quicker development and deployment and lower integration costs.' The article can be found at: About VERSES VERSES® is a cognitive computing company building next-generation intelligent software systems modeled after the wisdom and genius of Nature. Designed around first principles found in science, physics and biology, our flagship product, Genius,™ is an agentic enterprise intelligence platform designed to generate reliable domain-specific predictions and decisions under uncertainty. Imagine a Smarter World that elevates human potential through technology inspired by Nature. Learn more at , LinkedIn and X . On behalf of the Company Gabriel René, Founder & CEO, VERSES AI Inc. Press Inquiries: press@ Investor Relations Inquiries James Christodoulou, Chief Financial Officer IR@ , +1(212)970-8889

DOWNLOAD THE APP

Get Started Now: Download the App

Ready to dive into a world of global content with local flavor? Download Daily8 app today from your preferred app store and start exploring.
app-storeplay-store