Brand Engagement Network Finalizes $5 Million Exclusive AI Licensing Partnership in Latin America, Unlocking Government and Commercial Markets

Rhea-AI Summary

Brand Engagement Network (Nasdaq: BNAI) finalized a strategic AI licensing partnership with SKYE Inteligencia LATAM effective Oct 30, 2025. Key terms include a $5,000,000 preferred equity contribution recognized as IP licensing revenue, 25% common ownership of SKYE LATAM plus 1 board seat, a 35% revenue share on software/SaaS/services, and an exclusive government-sector license in Latin America and Spain with a perpetual term and right of first refusal on sale. The deal leverages BEN's Engagement Language Model (ELM™) and RAG to address data-sovereignty requirements across regulated markets and is BEN's first major international licensing agreement.

Positive

• $5,000,000 preferred equity recognized as IP licensing revenue
• 25% common ownership stake in SKYE LATAM
• 1 board seat to influence SKYE LATAM governance
• 35% revenue share on software, SaaS, services, subscriptions
• Exclusive government-sector license in Latin America and Spain
• First major international licensing deal for BEN

Negative

• 35% revenue share may reduce BEN's gross margin on deployments
• Perpetual license with right of first refusal could limit future licensing flexibility

Insights

Strategic Partnerships Analyst

Deal provides near-term cash, equity upside, and recurring revenue potential through a structured licensing partnership.

BEN received a $5,000,000 preferred equity contribution effective October 30, 2025, plus a 25% common stake in SKYE LATAM and one board seat, which creates both upfront funding and governance influence. The agreement records the contribution as IP licensing revenue and establishes a 35% revenue share on software, SaaS, services, and subscriptions, creating a clear monetization path tied to SKYE LATAM sales.

Key dependencies include SKYE LATAM's ability to convert licenses into contracted revenue and sustain sales volumes that justify the 35% split; the perpetual exclusive government-sector license in Latin America and Spain concentrates value in public-sector deals. Monitor contract conversion rates, timing of recorded revenue, and any milestones tied to the preferred equity recognition over the next 6–18 months for evidence of recurring cash flows and governance impact.

Regulatory & Market Access Analyst

Exclusive government licensing and local compliance focus make market access the primary value driver.

The deal grants SKYE LATAM exclusive government-sector license in Latin America and Spain while leaving non-government verticals non-exclusive; this concentrates commercial upside on public procurement and regulatory-driven demand. The partnership cites data sovereignty laws including Mexico's law, Brazil's LGPD, and Argentina's 2025 localization rules as underlying market rationale, which supports the strategy to sell localized, compliant AI solutions.

Risks include dependence on public-sector procurement cycles and the need to meet local compliance standards; track awarded government contracts, deployment timelines, and any regulatory approvals or certifications over the next 12–24 months. Also watch how the perpetual term and right of first refusal on sales affect long-term monetization and exit flexibility for both parties.

WILMINGTON, Del. and MEXICO CITY, Nov. 10, 2025 /PRNewswire/ -- Brand Engagement Network, Inc. (Nasdaq: BNAI) ("BEN"), an innovator in conversational AI solutions for regulated industries, today announced the completion of a strategic partnership with SKYE Inteligencia LATAM, S.A.P.I. de C.V. ("SKYE LATAM").

Key Deal Terms (Effective October 30, 2025) [2]:

• $5,000,000 preferred equity contribution from SKYE LATAM to BEN (recognized as IP licensing revenue)
• 25% common stock ownership in SKYE LATAM + 1 board seat
• 35% revenue share on software, SaaS, services, and subscriptions across all industries
• Exclusive government-sector license in Latin America and Spain
• Non-exclusive rights in all other verticals
• Perpetual term with right of first refusal on any sale

The partnership leverages BEN's proprietary Engagement Language Model (ELM™) and Retrieval-Augmented Generation (RAG) to deliver compliant, localized AI solutions for public and private sectors. With growing data sovereignty mandates, including Mexico's Federal Law on Protection of Personal Data, Brazil's General Data Protection Law ("LGPD") and Argentina's 2025 localization rules - SKYE LATAM is positioned to lead AI adoption in regulated markets [1].

"We expect this partnership to propel our AI into the heart of Latin America's digital transformation—a region of over 663 million people primed for AI-driven efficiencies," said Tyler Luck, Acting CEO and Co-Founder of BEN. "By teaming up with other like-minded entrepreneurs, we're not just licensing technology, we're building a scalable ecosystem supported by established business partners and their networks to help redefine public-sector modernization and enterprise productivity across the continent. With our 25% ownership, board seat, and preferred equity structure, BEN is well-positioned to capture recurring value."

Gastón Iván Gaxiola Romero, SKYE LATAM CEO and Chairman of the Board, added: "BEN's AI platform enables transparent, trustworthy solutions. Through SKYE LATAM, we will have the ability to empower governments and enterprises to modernize while respecting local data laws. We believe this collaboration positions us to lead Latin America's AI revolution."

This marks BEN's first major international licensing deal. With early adoption across life sciences, healthcare, insurance, financial services, hospitality, retail, and automotive, BEN continues to gain momentum in regulated markets.

About Brand Engagement Network (BEN)

Brand Engagement Network Inc. (Nasdaq: BNAI) ("BEN") develops conversational AI agents built for regulated and customer-centric industries. Its proprietary Engagement Language Model (ELM™) with retrieval-augmented generation enables enterprises to deploy multimodal, compliance-first AI across chat, voice, avatar, and digital channels. With 21 issued patents and growing adoption, BEN is positioned at the intersection of enterprise AI and regulatory demand.

Forward-Looking Statements

This press release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are not statements of historical facts. Forward-looking statements may be identified, without limitation, by the use of words such as "may," "will," "intends," "expects," "anticipates," "plans," "believes," "seeks," "estimates" or comparable terminology. The Company cautions that these forward-looking statements are based on a combination of facts and factors currently known by the Company as well as projections of the future, about which it cannot be certain. Actual results could differ materially from the expectations and projections expressed in these forward-looking statements as a result of certain factors, including those set forth in the Company's filings with the Securities and Exchange Commission ("SEC"), including our most recent annual report on Form 10-K and quarterly report on Form 10-Q available on the Company's investor relations website at https://investors.beninc.ai/ and on the SEC website at www.sec.gov.. These forward-looking statements speak only as of the date of this press release, and the Company assumes no obligation to update any forward-looking statements to reflect events or circumstances after the date of this release.

[1] Sources: Infosecurity Magazine, "Brazil's ANPD Suspends Meta's AI Data Processing Over LGPD Violations" (July 2024), infosecurity-magazine.com/news/brazil-anpd-meta-lgpd-2024; ComplianceHub, "LGPD Fines Tracker: BRL 98M+ in Penalties (2023–2025)" (accessed Nov 2025), compliancehub.io/lgpd-fines-2025, Information Technology and Innovation Foundation (ITIF);, "Argentina's New Data Localization Rules: Implications for U.S. Tech" (Jan 2025), itif.org/publications/2025/01/argentina-data-localization, The Wall Street Journal, "Latin America Pushes Back on U.S. Tech Giants Over Data Control" (Oct 15, 2024) Bloomberg, "Mexico, Brazil Ramp Up Cloud Data Scrutiny Amid Sovereignty Push" (Mar 2025) UNCTAD Digital Economy Report 2024, Chapter 3: "Data Flows and Development" (p. 67–72).

[2] Certain signature pages reflect dates in DD-MM-YY format as used in Mexico (e.g., "5-11-25" = November 5, 2025; "6-11-25" = November 6, 2025). All signatures were received on or before November 6, 2025.

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SOURCE Brand Engagement Network, Inc. (BEN)

FAQ

What are the main financial terms of BNAI's SKYE LATAM deal dated Oct 30, 2025?

Terms include a $5,000,000 preferred equity contribution, 25% common ownership, and a 35% revenue share.

How does the BNAI–SKYE LATAM agreement affect BNAI's revenue recognition?

BNAI will recognize the $5,000,000 preferred equity as IP licensing revenue per the announcement.

What exclusive rights did BNAI grant SKYE LATAM under the Nov 10, 2025 announcement?

An exclusive government-sector license in Latin America and Spain, with non-exclusive rights elsewhere.

How does the partnership give BNAI influence over SKYE LATAM decisions?

BNAI receives 25% ownership plus 1 board seat in SKYE LATAM.

What is the revenue-sharing arrangement in the BNAI licensing agreement?

SKYE LATAM will remit a 35% revenue share on software, SaaS, services, and subscriptions.

Why is this deal strategically important for BNAI's international growth?

The agreement is BEN's first major international licensing deal, targeting regulated public and private sectors across Latin America and Spain.