TARRYTOWN, N.Y., Sept. 03, 2025 (GLOBE NEWSWIRE) — via IBN — Nightfood Holdings, Inc. (OTCQB: NGTF), a hospitality technology company redefining hotel operations through AI-powered robotics and strategic acquisitions, today announces it has officially closed the acquisition of Victorville Treasure Holdings, LLC, owner of a 155-room Holiday Inn property in Victorville, California.

The $31 million share exchange agreement (SEA), signed and closed as of Aug. 27, 2025, represents Nightfood’s first completed hotel acquisition, with a second property near completion and advancing through SEC audit milestones. Together, these acquisitions form the foundation of Nightfood’s AI-driven hospitality platform, positioning the Company at the forefront of automation in hotel operations.

Building the Smart Hotel Standard

The Victorville property is being established as Nightfood’s first Robotics-as-a-Service (RaaS) innovation site for automation deployment, testing, and operational benchmarking across hospitality brands. Initial solutions already installed include Skytech’s Laundry Helper robot, enhancing labor efficiency in back-of-house operations.

Future phases will expand robotics deployment across housekeeping, foodservice, and front-of-house functions, creating and validating a scalable “Smart Hotel” operating model.

“We’re building more than a portfolio—we’re creating the framework for how hotels can operate with AI,” said Jimmy Chan, CEO of Nightfood Holdings. “Victorville is our first automation blueprint. It’s where we test, learn, and set the bar for the next generation of smart hotel operations.”

Key Deal Terms

• Total Purchase Price: $31 million, including $5 million in performance-based earnout consideration
• Equity Consideration: 216,667 shares of NGTF Series C Preferred Stock, convertible into common shares
• Transaction Structure: Tax-deferred reorganization under Section 368 of the IRS Code
• Lock-Up: Six months for all Series C shares received by sellers

A Strategic Inflection Point

Nightfood’s vertically integrated model combines hotel ownership with proprietary robotics deployment, directly addressing rising labor costs and operational inefficiencies in the hospitality sector. These acquisitions are also tied to SEC audit milestones, supporting compliance and strengthening the Company’s foundation for future growth and uplisting initiatives.

“By embedding automation directly into our hotel operations, we’re doing what others only talk about,” added Chan. “Victorville is live today, giving us the platform to lead the AI transformation of hospitality—backed by real assets, real operations, and real technology.”

About Nightfood Holdings, Inc. (OTCQB: NGTF)

Nightfood Holdings, Inc. is an emerging robotics company focused on developing and deploying AI-powered automation across industries. Hospitality is the Company’s first sector of entry, where its Robotics-as-a-Service (RaaS) platform addresses heavy-duty, repetitive, dirty, and injury-prone tasks that are increasingly difficult to staff with human labor. Nightfood’s long-term vision is to expand into additional verticals requiring similar automation solutions, delivering scalable robotics that improve safety, efficiency, and reliability across multiple sectors.

As part of its vertically integrated model, Nightfood is also strengthening its balance sheet through ownership of asset-rich real estate, beginning with hotel acquisitions that double as live deployment sites for robotics testing and operational benchmarking. This combined strategy of robotics innovation and real estate growth positions NGTF to capture market share in the rapidly expanding global service robotics industry, projected to exceed $170 billion by 2030.

Forward-Looking Statements

This press release contains forward-looking statements regarding future events and Nightfood Holdings’ expected performance. These statements are subject to risks and uncertainties, and actual results may differ materially from expectations. Investors are encouraged to review the Company’s SEC filings for additional information.

Investor & Media Contacts

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