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Getting closer to sub-penny!!!
Mast Hill lends $NGTF more than $250,000...
Per 8-K released today..
Mast Hill Loan
On March 15, 2024, Nightfood Holdings, Inc. (the “Company”) consummated the transactions pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) dated
as of March 12, 2024 (the “Effective Date”) and issued and sold to Mast Hill Fund, L.P. (“Mast Hill”), a Promissory Note (the “Note”) in the principal amount of $336,000.00
(actual amount of purchase price of $285,600 plus an original issue discount (“OID”) in the amount of $50,400).
The use of proceeds from the sale of the Mast Hill Note is strictly for business development and expenses related to compliance and merger and ongoing acquisition activity, and not for any other purpose.
Curious, what kind of a person hopes for the demise of a stock, and in turn working people's hard-earned money, in my opinion, a sad insecure depressed person.
Updated Nightfood Website almost complete?
IMO we are days away from an aggressive DTC marketing effort....
These are the updated images of the cookies (in my order of favorite flavors).
My monthly subscription with the 15% discount is in place.
Date Night Cherry Oat
Prime-Time Chocolate Chip
Snoozerdoodle
"Nothing more than a big blowhard" seems like you and Sean are birds of a feather.
Yes he is nothing "I more" 🤔 Spudhead, lay off the morning spud suds.
Sean Folkson is nothing I more than a big blowhard! And so are his loyal parrots!
Sean Folkson President $NGTF Letter to Shareholders...1/29/24
https://www.sec.gov/Archives/edgar/data/1593001/000121390024007184/ea192335ex99-1_nightfood.htm
Yawn, does this guy ever shut up? It's kind of sad that this is his life.
Died! NGTF died almost two years ago!!
$NGTC DTC Marketing?
I suspect that that "kinks have been worked out "with the new website and mail ordering system?
Looking forward to the upcoming marketing spend to drive customers to the website.
From where I am sitting the next 4-6 months is "do or die:" for the Sleep-Friendly category.
Let's go Folkson!!!
Some things never change! Scammy, scammy!
Notification of inability to timely file Form 10-Q or 10-QSB
Hard to come up with an original thought, how many other message threads are you on telling people their stock is a scam, you're a pathetic little person.
Lei Sonny Wang
205 S Marguerita Ave
Alhambra, CA 91801
Use Google Earth!!
LMAO!!!! Too good.
First new cookie run took place Monday 01/29/2024
$NGTF Companies Social Media site comments from the CEO on Wednesday evening;
"No cookie production today"
"First run happened Monday"
"They'll be making some more next week"
"orders placed should be shipped tomorrow or Friday"
New production is IMO an extremely positive sign that all is not lost here at $NGTF.
Big question is can Sean manage to achieve some solid sales with DTC?.
How much will your investment be worth after the upcoming reverse split is what everyone wants to know! Not about dreck cookies that can’t compete with the Girl Scout cookies!!
$NGTF - New Cookies - DTC - TODAY
First production run of the NEW Nightfood Cookies in three flavors is scheduled for TODAY!
Will DTC prove to be answer for Sleep-Friendly snacking?
My order is placed and I am looking forward to feeding the Crave Monster.
8-K Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
8-K
January 29, 2024 - Letter to Shareholders.
Letter to Shareholders
January 29, 2024
Valued Shareholders,
In my November Letter to Shareholders, I shared the exciting news that Nightfood Holdings was initiating a multi-stage acquisition strategy with the goal of uplisting to
NASDAQ. I expressed my enthusiasm that these acquisitions and an uplist would greatly increase shareholder value, while also providing a powerful platform from which to
grow the Nightfood brand and pioneer the sleep-friendly snack category, unlocking massive potential.
I’m happy to share that the first major step has been completed. As disclosed in our 8K filing on Friday, January 26, 2024, the share exchange agreement has been signed and
we’re now in the closing phase with the first company in our acquisition pipeline, Future Hospitality Ventures Holdings, Inc. (“Future Hospitality”).
Future Hospitality is a new and well-positioned entrant in an explosive space: Robots-as-a-Service (RaaS). The up-and-coming global service robots market is projected to
exceed $170 billion by 2030.
Under the leadership of Mr. Sonny Wang as CEO, Future Hospitality has successfully secured valuable distribution agreements with industry-leading manufacturers United
Robotics Group and Botin Innovation and has distribution agreements with at least one other global manufacturer expected to be signed this quarter.
We’re excited about the tremendous potential of Future Hospitality. The opportunity we expect to unfold in the next twenty-four months in the California market is massive.
California is one of the largest economies in the world, boasting over 19,000 hotels, over 83,000 restaurants and over 1,200 senior care facilities.
What makes this such a compelling opportunity at this precise moment in time are the recent shifts in California’s labor laws, coupled with the persistent challenges of labor
shortages and the high turnover rates that have forever burdened the foodservice and hospitality industry. These new laws, some of which took effect on January 1, and others
which will go into effect on April 1 increasing minimum wage for fast food workers to $20 per hour, are now fueling an economic revolution.
These significant increases in minimum wage and other mandatory benefits for workers are rendering labor costs untenable. Hospitality operators must now solve for their high
labor costs or find themselves unable to compete.
Future Hospitality’s foresight positions us at the front lines of an industry metamorphosis. Service robots are no longer a novelty…they’re a necessity.
Industry experts and analysts have identified California as the epicenter of the American robotics revolution starting here in 2024. But for Future Hospitality, California is just
the starting point.
The potential for growth across the United States is immense. With invaluable industry connections, visionary leadership, and the resources that come with being a NASDAQ
listed company, we believe the RaaS landscape will be ripe with opportunities for organic growth and strategic and accretive mergers and acquisitions. The goal of Future
Hospitality is to leverage these valuable competitive advantages to revolutionize the RaaS (Robotics as a Service) sector, delivering unparalleled customer experiences and
driving industry innovation, while strategically expanding our market footprint, revenues, and profits to maximize shareholder value in this high-margin industry.
The foundational work has begun for our next two acquisition targets, both of which also focus on the hospitality and foodservice industry. Having Mr. Wang on our team is
instrumental to securing those acquisitions and generating what we believe can be powerful synergies among the three companies being acquired and Nightfood, Inc.
We expect the next two acquisitions to consummate in the current quarter. These companies, upon successful acquisition, would bring millions of dollars in assets and
synergistic revenue under the Nightfood Holdings umbrella.
As part of the acquisition and uplist initiative, and subject to the closing conditions being met, Mr. Wang will be assuming the role of CEO of Nightfood Holdings, Inc. Under
his leadership, we will work together to grow all of the companies under the Nightfood Holdings umbrella for the benefit of our shareholders. Also, upon a successful closing,
Mr. Wang will be joining the Nightfood Holdings Board of Directors.
In my continuing role as president of Nightfood, Inc., I will be free to fully focus on the growth of the Nightfood snack brand and its mission of pioneering the sleep-friendly
nighttime snack category, and capitalizing on the significant global opportunity it represents.
Our financing partners remain extremely supportive throughout this process as evidenced by their flexibility with the terms of our pre-existing debt. They also continue to
provide the necessary new capital to cover legal and accounting costs associated with these all-stock acquisitions. And, as we prepare for our application to NASDAQ, they are
providing operating and growth capital for our subsidiaries.
2
The first production run of Nightfood cookies in three flavors is scheduled for this Wednesday, January 31, 2024. The web development team is hard at work getting the new
Nightfood website ready for launch, but the existing site is ready to take orders. Marketing and promotional activities will begin when the new site is ready, anticipated to be in
the next seven to fourteen days.
The R&D work with our new contract manufacturer has yielded exceptional results, and I think consumers will love each of the three delicious and sleep-friendly flavors we’re
launching: Prime-Time Chocolate Chip, Date Night Cherry Oat, and Snoozerdoodle. We’ve begun discussing future flavor options and intend to gather feedback from our early
customers to help us optimize the product line as we look to the future and expansion beyond our initial three flavors.
I believe investors can look forward to many exciting updates now that these foundational steps have been completed and am excited about the journey we’re on together.
Sincerely,
Sean Folkson
Nightfood Founder & CEO
sean@nightfood.com
This letter may contain forward-looking statements. Words such as “will,” “may,” “would,” “could,” “shall,” ’‘expects,’’ ’‘anticipates,’’ ’‘approximates,’’ ’‘believes,’’
’‘estimates,’’ ’‘intends’’ and ’‘hopes’’ and variations of such words and similar expressions are intended to identify such forward-looking statements. We have based these
statements on our current expectations and projections about future events. These forward-looking statements are not guarantees of future performance and are subject to risks
and uncertainties that could cause actual results to differ materially from those projected in these statements. Such forward-looking statements involve risk and uncertainties,
including, but not limited to, the acceptance of our products by retailers and end-users, commercialization risks, availability of financing and results of financing efforts, and
general economic conditions. Further information regarding these and other risks, as well as other information about the Company, is described from time to time in the
Company’s filings with the SEC, which can be accessed at www.sec.gov.
This letter should be read in conjunction with the Company’s annual, quarterly and other reports and schedules filed with the Securities and Exchang
Mast Hill Loan
Mast Hill Loan
Who to Attack now?
I see a serious dilemma unfolding for some of the individuals on this board.
Who do you attack now?
Do you continue to attack Sean Folkson who after 10 years (and a fatal gut punch from GHC#1) has been forced to hand over the controls?
Or do you start to attack the "new kid on the block" who you know really very little about?
$NGTF as a company has once again been forced to pivot.... this time DTC.
Not sure what the future holds....but it appears Mr Folkson's had few options at this point and keeps the potential for a Night-Time Snacking category alive.
Stay tuned bitches.
SFB's, your song is getting old, come up with a new tune. Pathetic.
Major Scam Alert!!!!
Lei Sonny Wang will be new director and Chief Executive Officer of NGTF
Item 1.01 Entry Into A Material Agreement.
On January 22, 2024, Nightfood Holdings, Inc. (“NGTF”), Future Hospitality Ventures Holdings Inc., a Nevada corporation, and its subsidiaries (“FHVH”), Sean Folkson as the holder of all issued and outstanding Series A Preferred Stock of NGTF (the “NGTF Series A Shareholder”) and Lei Sonny Wang, the sole shareholder of FHVH (the “FHVH Shareholder”) entered into a share exchange agreement (the “Exchange Agreement”) whereby NGTF has agreed to acquire FHVH through a share exchange (the “Exchange”) whereby FHVH will become a wholly-owned subsidiary of NGTF. NGTF’s Board of Directors (the “Board”) unanimously determined that the transactions contemplated by the Exchange Agreement, including the Exchange, are in the best interests of the Company and its stockholders, and approved the Exchange Agreement and the transactions contemplated by the Exchange Agreement.
The Exchange Agreement was also approved by the affirmative vote of NGTF’s majority stockholder entitling it to a majority of the voting power.
Pursuant to the Exchange Agreement, the FHVH Shareholder will exchange all 1,000 shares of common stock, $0.001 par value per share, of FHVH (the “FHVH Common Stock”) owned by him to NGTF for: (i) all 1,000 issued and outstanding shares of NGTF’s Series Super Voting A Preferred Stock held by the NGTF Series A Shareholder, and (ii) an aggregate of 13,333 newly issued shares of NGTF’s Series C Convertible Preferred Stock, each of which shall convert into 6,000 shares of common stock at $0.025 per share (the “Series C Preferred Stock”, and together with the Series A Super Voting Preferred Stock, the “NGTF Exchange Shares”). The closing of the transactions will take place as soon as practicable after the satisfaction of the conditions set forth in the Exchange Agreement, unless the Exchange Agreement is terminated or the conditions are waived, but no later than thirty (30) calendar days after the execution of the Exchange Agreement (the “Closing”).
The Exchange Agreement is subject to certain closing conditions and contains customary representations, warranties and covenants. The consummation of the Exchange is conditioned upon, among other things: Sean Folkson resigning as the Chief Executive Officer of NGTF, continuing to serve as the President of Nightfood, Inc. through December 31, 2024, which may be extended, and continuing to serve as a director of NGTF through, at a minimum, the company’s first twelve (12) months on the NASDAQ Capital Market should a successful uplisting occur; and the appointment of Lei Sonny Wang as a director and Chief Executive Officer of NGTF.
The foregoing is a brief description of the Exchange Agreement and is qualified in its entirety by reference to the full text of the Exchange Agreement, which is included as Exhibit 10.1 to this Current Report on Form 8-K.
$NGTF CEO Sean Folkson 1/21/24….
“…..I'm 100% focused on the DTC launch and the M&A.
My belief is that both the M&A and DTC will go as planned and be successful….”
Hey SFB, it's time for you to go back under your rock, your pal has.
It’s time for you to stop thinking. It obviously isn’t working.
I was thinking that he was referring to Marketing / Sales companies that will assist us in our DTC pivot and initiative....
.....when he was obviously talking about the three companies on PG 10 that the $145K MH loan went to, in our M&A endeavor.
The three are most certainly outstanding businesses, in their prospective legal, and accounting fields of expertise.
Thanks for answering my question!
He is of course referencing;
Sichenzia Ross Ference LLP , TAAD, LLP and Fruci & Associates II
SRCF
TAAD
Fruci
NGTF is a scam! Sean Folkson is a scammer!
#NGTF CEO sounds confident about pending acquisition on company SM page.....
"there are no problems with the M&A, just working through the details and the process"
"info on the M&A will be shared when the time is right, and there's plenty we haven't shared about the DTC also. It's just the case that not everything is both shareable and share-worthy"
"You can look at the track record and reputation of the firms we hired to understand our commitment, along with Mast Hill's, to get this done and get it done properly"
He is of course referencing;
Sichenzia Ross Ference LLP , TAAD, LLP and Fruci & Associates II
SRCF
TAAD
Fruci
Dilution will obviously take place with Sean using the remaining 72,778,699 shares remaining for the acquisition.
Better dilution and DTC than .......Chapter 7.
Dude, time to take your meds, remember at noon, you're needed at the park, the pigeons are waiting for their bread.
Price prediction predictions
Everyone loves a penny stock
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Sleep experts formulated Nightfood for guilt-free nighttime snacking with a sleep-friendly nutritional profile.
Nightfood Holdings, Inc....Videos and Interviews
A better way to satisfy those nighttime cravings! Nightfood CEO on the NexxtLevel Brands Podcast!....6/22/22
Alpha Wolf Trading Exclusive $NGTF CEO Sean Folkson Interview Nightfood Inc.....5/16/22
The Story of a Brand: Nightfood - Better, Healthier, Sleep-Friendly Snacks on Apple Podcasts CEO Sean Folkson Part 2....8/26/21
The Story of a Brand: Nightfood - Defining a New Consumer Food Category on Apple Podcasts CEO Sean folkson Part 1... 8/26/21
CEO Folkson Interview The Dietician Against Diets Podcast | Facebook 5/24/21
TERRA STORIES Impact Investing Series, Ep 6 Wellness Focus Nightfood CEO Sean Folkson 4/21/21
EMERGING GROWTH CONFERENCE $NGTF CEO Sean Folkson Nightfood Holdings, INC. Presentation and Questions 2/17/21
Sean Folkson Talks Nightfood and Sleep & Relaxation Functional Food Trend...12/22/2020
Sean Folkson: “Don’t get discouraged, progress takes time” Thrive Global Interview...11/5/20
Nightfood new partnership with childbirth org. Lamaze International...CEO Folkson Interview...4/22/20
SmallCapVoice Interview with NightFood Holdings CEO Sean Folkson...4/7/20
$NGTF Nightfood Holdings, Inc. CEO Sean Folkson Interview is Featured On The Stock Day Podcast...... 3/2/2020
SmallCapVoice Interview with Nightfood Holdings Inc....CEO Sean Folkson discusses Nightfood and Massive Pregnacy Vertical...2/11/20
NIGHTFOOD on NBC TODAY Progam....11 innovative products that will improve your everyday life this fall....10/24/19
Nightfood wins Best Ice Cream at the World Dairy Innovation Awards 2019 ...7/3/19
World Dairy Innovation Awards 2019... Nightfood voted Best New Ice Cream and Best Dairy Dessert...6/27/19
Market Value | $959,306 | April 18, 2024 | |
Authorized Shares | 200,000,000 | April 5, 2024 | |
Outstanding Shares Restricted Shares Held at DTC Float | 127,907,407 31,464,237 92,630,799 96,077,059 | April 5, 2024 April 5, 2024 April 5, 2024 Feb 16, 2024 |
Nightfood Address:
520 White Plains Road
Suite 500
Tarrytown, NY 10591 US
Telephone:
888-888-6444
Fax:
888-824-4958
Email:
nightfood@nightfood.com
Investor Contact:
Stuart Smith
investors@nightfood.com
888-888-6444, x3
Ruskin Moscou Faltischek, PC
Stephen E. Fox, Esq.
1425 RXR Plaza
15th Floor, East Tower
Uniondale, New York 11556
T: 516-663-6600
Ruskin Moscou Faltischek, PC
Stephen E. Fox, Esq.
1425 RXR Plaza
15th Floor, East Tower
Uniondale, New York 11556
T: 516-663-6600
Transfer Agent
ClearTrust, LLC
16540 Pointe Village Drive
Suite 206
Lutz, FL 33558
inbox@cleartrusttransfer.com
Fax: (813) 388-4549 9am to 5 pm Eastern Standard Time
Financial Results :: Nightfood Holdings, Inc. (NGTF)....Q3 2014 - Present
10-K -NGTF Period Ending 6/30/23- Fiscal Year End NightFood Holdings, Inc.
10-Q NGTF QTR 3 2023 Period Ending 3/31/2023 - NightFood Holdings, Inc.
10-Q NGTF QTR 2 2023 period Endiing12/31/22 - NightFood Holdings, Inc.
10-Q NGTF QTR 1 2023 Period Ending 9/30/22 - NightFood Holdings, Inc.
NGTF 10-K - Period Ending 6/30/22 Fiscal year 2022 NightFood Holdings, Inc.
NGTF 10-Q QTR 3 2022.....Period Ending 3/31/2022
NGTF 10-Q QTR 2 2022... Period Ending 12/31/2021
NGTF 10-Q QTR 1 2022... Period Ending 9/30/2021
Nightfood NGTF 10-K Period Ending 6/30/2021 Fiscal Year 2021 Results
NGTF 10-Q, QTR 3 2021 Period Ending 03/31/21
NGTF 10-Q, QTR 2 2021 Period Ending 12/31/20
NGTF 10-Q QTR 1 2021 Period ending 9/30/20
FINRA Equity Short Interest...Updated Every Two Weeks DTC score of 1 the Best
10/13/2023 Current Short....21,882 Average Daily Volume 332,885 Days to Cover 1
Nightfood Declared Winner -- Best New Ice Cream at 2019 World Dairy Innovation Awards...6/27/19
Best New Ice Cream as well as Best Dairy Dessert.
Past award winners have included Chobani, Stonyfield, Yoplait, a2 Milk, and Yasso.
Product of the Year USA | Consumers Vote. Sales Increase. The largest Consumer Survey Of Product Innovation
ABOUT | Product of the Year USA
Winners | Product of the Year USA
BUY NIGHTFOOD NOW!!!
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