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TechForce Robotics (OTCQB: NGTF) inks JJ Enterprise automation alliance

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Nightfood Holdings, doing business as TechForce Robotics, has entered into a strategic Supply Agreement with Taiwan-based Jiun Jiang Enterprise to manufacture and co-develop high-precision robotic systems. TechForce will define product requirements, while Jiun Jiang provides semiconductor-grade manufacturing, engineering support, and testing under TechForce’s specifications and quality standards.

TechForce will own the finished products and related intellectual property, aside from Jiun Jiang’s pre-existing rights. Each party grants the other limited, fully paid-up licenses needed to design, manufacture, distribute, and use the robotic systems. The Agreement runs for an initial three-year term with automatic one-year renewals and supports TechForce’s expansion into AI-enhanced automation across semiconductor, AI infrastructure, pharmaceutical, and laboratory markets. The company also issued a press release describing the alliance, furnished under a Regulation FD disclosure.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Agreement date June 9, 2026 Date TechForce and Jiun Jiang entered the Supply Agreement
Initial term 3 years Initial duration of the Supply Agreement
Renewal term 1 year Automatic successive renewal period after initial term
Press release date June 11, 2026 Date of press release announcing the Supply Agreement
Supply Agreement financial
"entered into a Supply Agreement (the “Agreement”) with Jiun Jiang Enterprise Co., Ltd."
A supply agreement is a written contract that sets the terms for how one party will provide goods or materials to another—covering price, quantity, delivery schedule and quality standards. For investors it matters because these deals create predictable revenue and costs, reduce the chance of shortages or interruptions, and reveal dependence on particular partners—think of it as a long-term delivery plan that helps a business show when and how it will get paid and keep operations running.
Pre-existing IPRs financial
"each party will retain all rights, title and interest to its Pre-existing IPRs"
Regulation FD Disclosure regulatory
"7.01 Regulation FD Disclosure. On June 11, 2026, the Company issued a press release"
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
Robotics-as-a-Service (RaaS) financial
"Nightfood Holdings delivers its solutions through a Robotics-as-a-Service (RaaS) model"
Robotics-as-a-service (RaaS) is a business model where companies lease or subscribe to robots and related software instead of buying machines outright, similar to renting a car or subscribing to a streaming service. It matters to investors because it creates predictable, recurring revenue, lowers customer adoption barriers, and can speed market growth—factors that affect valuation, cash flow stability, and the potential for steady long-term returns.
forward-looking statements regulatory
"This press release contains “forward-looking statements” and “forward-looking information.”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Nightfood Holdings (NGTF) announce in this 8-K filing?

Nightfood Holdings announced a strategic Supply Agreement between its TechForce Robotics subsidiary and Jiun Jiang Enterprise. The partnership focuses on manufacturing and developing advanced robotic systems for AI infrastructure, semiconductor automation, and other high-precision automation markets.

Who is TechForce Robotics’ new strategic partner mentioned for NGTF?

TechForce Robotics’ new strategic partner is Taiwan-based Jiun Jiang Enterprise Co., Ltd. The company provides precision engineering, semiconductor-grade manufacturing, and industrial automation capabilities that will support TechForce’s robotic systems and broader AI-enhanced automation initiatives.

What are the key terms of the TechForce–Jiun Jiang Supply Agreement for NGTF?

The Supply Agreement has an initial three-year term and automatically renews for successive one-year periods. TechForce defines robotic system requirements and retains ownership of product intellectual property, while Jiun Jiang provides manufacturing, engineering support, and licenses needed to build the products.

How does the Jiun Jiang partnership support TechForce Robotics’ AI strategy?

Management believes the partnership advances TechForce Robotics’ evolution into an AI-enhanced automation company. Jiun Jiang’s semiconductor-grade manufacturing and precision automation expertise are expected to help accelerate development and commercialization of advanced robotics for semiconductor, AI infrastructure, pharmaceutical, and laboratory applications.

What intellectual property rights are covered in the NGTF Supply Agreement?

TechForce will own the finished products and newly developed intellectual property, while each party keeps its pre-existing IP. Both sides grant worldwide, non-exclusive, fully paid-up licenses limited to manufacturing, distribution, sale, and normal commercial use of the robotic systems described in the agreement.

Did Nightfood Holdings (NGTF) issue a press release about this agreement?

Yes. Nightfood Holdings issued a press release on June 11, 2026, describing the strategic Supply Agreement with Jiun Jiang Enterprise. The press release is furnished as Exhibit 99.1 under a Regulation FD disclosure and is not incorporated by reference into other securities filings.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): June 9, 2026

 

NIGHTFOOD HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Nevada   000-55406   46-3885019

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

13501 South Main Street

Los Angeles, CA 90016

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (866) 291-7778

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging Growth Company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Not applicable   Not applicable   Not applicable

 

 

 

 
 

 

Item 1.01 Entry into Material Definitive Agreement.

 

On June 9, 2026, TechForce Robotics, Inc. (“TechForce”), a wholly-owned subsidiary of Nightfood Holdings, Inc. (the “Company”), entered into a Supply Agreement (the “Agreement”) with Jiun Jiang Enterprise Co., Ltd. (the “Supplier”). The Agreement provides for a strategic manufacturing and technology development framework between the TechForce and the Supplier. Pursuant to the Agreement, TechForce will define the commercial requirements of the robotic systems (“Product”) to the Supplier and place purchase orders for manufacturing the Product. The Supplier will subsequently provide high-precision manufacturing capabilities, engineering and technical support, semiconductor-industry manufacturing expertise, process engineering assistance, and will manufacture, assemble, and test the Products in accordance with the approved specifications and quality standards.

 

The Supplier will manufacture, test, pack and deliver the Product in accordance with the approved specifications and quality standards provided by TechForce. The title to the finished Product and all related intellectual property (except with respect to pre-existing intellectual property owned by the Supplier), will be owned exclusively by TechForce. The Parties have agreed to cooperate in good faith to support product development, production planning and commercialization of the robotic systems.

 

Additionally, each party will retain all rights, title and interest to its Pre-existing IPRs (as defined in the Agreement) and acquire no rights to the other party’s Pre-Existing IPRs other than the limited rights specifically granted under the Agreement. TechForce has granted the Supplier a worldwide, non-exclusive, non-transferable, and fully paid-up license under the Purchaser and its Affiliates Pre-Existing IPR and Newly Developed IPR, and their IPR relating to logo, trade name, design or trademark identified by TechForce to be attached to or affixed on the Product or relevant manual, that are necessary for the design and manufacturing of the Product, solely to perform Supplier’s obligations under the Agreement. Supplier has granted to TechForce, its Affiliates, and and their respective customers, distributors, retailers and end users a worldwide, non-exclusive, irrevocable, perpetual, and fully paid-up license under Suppliers’ IPR, including without limitations to its Pre-Existing IPR, solely pertaining to the distribution, sale and normal agreed commercial use (including repair) of the Product which Supplier has manufactured and sold to Purchaser.

 

Supplier will not use, disclose, reproduce, reverse engineer, modify, adapt, sublicense, or otherwise exploit any of TechForce’s’ Intellectual Property, Confidential Information, or any technology, know-how provided by the TechForce, for any purpose other than fulfilling its obligations to TechForce under this Agreement.

 

The Agreement will be in effect for an initial term of three years and will automatically renew for successive one-year terms unless terminated in accordance with the terms of the Agreement.

 

The Agreement contains customary representations, warranties by the Parties, customary conditions to closing, indemnification obligations of the Parties, other obligations of the Parties and termination provisions. The representations, warranties and covenants contained in the Agreement were made only for purposes of the Agreement and as of specific dates, were solely for the benefit of the Parties to the Agreement, and may be subject to limitations agreed upon by the contracting Parties, including being qualified by confidential disclosures exchanged between the Parties in connection with the execution of the Agreement.

 

Capitalized terms used but not otherwise defined in Item 1.01 of this Form 8-K have the respective meanings ascribed thereto by the Supply Agreement.

 

The Agreement is being filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed herewith as Exhibits 10.1.

 

7.01 Regulation FD Disclosure.

 

On June 11, 2026, the Company issued a press release announcing the execution of the Supply Agreement.

 

A copy of the press release is furnished herewith as Exhibit 99.1.

 

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No   Description
10.1   Supply Agreement dated June 9, 2026, between TechForce Robotics, Inc., and Jiun Jiang Enterprise Co., Ltd.
99.1   Press Release dated June 11, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: June 11, 2026

 

NIGHTFOOD HOLDINGS, INC.  
     
By: /s/ JIMMY CHAN  
Name: Jimmy Chan  
Title: Chief Executive Officer  

 

 

 

 

Exhibit 99.1

 

 

 

TechForce Robotics Forms Strategic Alliance with Jiun Jiang ‘JJ Enterprise’ to Advance AI Infrastructure, Semiconductor Automation, and Pharmaceutical Robotics

 

Partnership establishes foundation for expansion into AI infrastructure, advanced semiconductor packaging, precision automation, and next-generation manufacturing markets

 

LOS ANGELES — June 11, 2026 — via IBN – Nightfood Holdings, Inc. (OTCQB: NGTF) (“Nightfood Holdings” or the “Company”), doing business as TechForce Robotics, today announced that it has entered into a strategic supply and development agreement with Taiwan-based Jiun Jiang Enterprise Co., Ltd. (“JJ Enterprise”), a precision engineering and advanced manufacturing company serving the semiconductor, advanced packaging, electronics, automation, and specialty materials industries.

 

“This agreement represents an important step in our long-term strategy to build TechForce Robotics into an AI-enhanced automation platform,” said Jimmy Chan, Chief Executive Officer of Nightfood Holdings. “The same technologies driving growth in artificial intelligence infrastructure and advanced semiconductor manufacturing are creating demand for intelligent automation, precision engineering, machine vision, and high-performance robotic systems.”

 

Management believes the agreement represents a strategic milestone in the planned evolution of TechForce Robotics from a service robotics platform into a broader AI-enhanced automation company capable of addressing opportunities across pharmaceutical automation, intelligent manufacturing, laboratory automation, semiconductor-related automation, and AI infrastructure support technologies.

 

The partnership provides TechForce Robotics with access to JJ Enterprise’s decades of expertise in semiconductor-grade manufacturing, precision engineering, industrial automation, advanced materials processing, and high-performance production systems. These capabilities are expected to strengthen the Company’s ability to accelerate development, improve scalability, and support commercialization of increasingly sophisticated automation solutions across multiple high-growth markets.

 

Positioned at the Intersection of AI Infrastructure, Semiconductor Manufacturing, and Intelligent Automation

 

Global investment in artificial intelligence infrastructure, advanced semiconductor packaging, hyperscale data centers, and high-performance computing continues to accelerate at unprecedented levels. As chip manufacturers and technology companies invest billions of dollars to expand AI computing capacity, demand is growing rapidly for advanced automation systems, precision manufacturing technologies, intelligent robotics, and next-generation production solutions.

  

JJ Enterprise operates within key segments of this ecosystem, providing equipment and manufacturing technologies supporting advanced semiconductor packaging, thermal interface material (TIM) manufacturing, gallium-based liquid metal processing, semiconductor materials production, and precision industrial automation.

 

Management believes the partnership provides TechForce Robotics with a strategic pathway to participate in some of the fastest-growing segments of the global technology economy while leveraging engineering disciplines developed within highly demanding semiconductor manufacturing environments.

 

Supporting Future Pharmaceutical and Laboratory Automation Initiatives

 

In addition to supporting opportunities within semiconductor manufacturing, AI infrastructure, advanced packaging, and precision industrial automation, the collaboration is expected to contribute to the Company’s ongoing development of pharmaceutical and laboratory automation solutions.

 

Many of the core engineering disciplines utilized in advanced semiconductor manufacturing, including precision motion control, machine vision, automated materials handling, contamination control, process consistency, and high-reliability automation, are directly transferable to pharmaceutical production and laboratory environments where accuracy, repeatability, and regulatory compliance are critical.

 

 

 

 

 

 

By leveraging JJ Enterprise’s expertise in precision manufacturing and industrial automation, TechForce Robotics expects to accelerate the development and commercialization of next-generation automation platforms serving pharmaceutical, biotechnology, laboratory, and other regulated industries. Management believes the relationship will strengthen the Company’s engineering capabilities, enhance manufacturing scalability, and support future expansion into mission-critical automation applications beyond its initial semiconductor and AI infrastructure initiatives.

 

Building the Future of AI-Enhanced Automation

 

Beyond pharmaceutical automation, the parties intend to explore opportunities involving:

 

AI-enhanced industrial robotics
   
Intelligent manufacturing systems
   
Laboratory automation platforms
   
Semiconductor and electronics automation
   
Smart factory and Industry 4.0 applications
   
Advanced materials handling systems
   
Data center and AI infrastructure support technologies
   
High-precision process automation solutions

 

The agreement also establishes a framework for future engineering collaboration, prototype development, manufacturing support, and commercialization initiatives designed to accelerate innovation and reduce product development cycles.

 

About Jiun Jiang Enterprise Co., Ltd. (JJ Enterprise)

 

Jiun Jiang Enterprise Co., Ltd. (JJ Enterprise) is a Taiwan-based engineering and manufacturing company specializing in the design, development, and production of precision industrial equipment, automation systems, and advanced process technologies serving the semiconductor, advanced packaging, electronics, and specialty materials industries.

 

For decades, JJ Enterprise has partnered with leading manufacturers across a diverse range of industries, including the semiconductor and electronics supply chain, delivering customized production equipment, automation solutions, and process optimization technologies that enhance manufacturing efficiency, product quality, and operational performance. The Company’s expertise encompasses advanced semiconductor packaging, thermal interface material (TIM) manufacturing, gallium-based liquid metal processing, semiconductor materials production, precision automation, advanced materials processing, and industrial manufacturing systems.

 

JJ Enterprise’s equipment and process technologies support critical applications throughout the rapidly growing artificial intelligence, high-performance computing, and advanced semiconductor ecosystems, including CoWoS and advanced packaging technologies, AI infrastructure manufacturing, next-generation thermal management solutions, and advanced materials processing.

 

 
 

 

 

 

As demand for artificial intelligence, cloud computing, high-performance computing, and advanced semiconductor packaging continues to accelerate, JJ Enterprise is strategically positioned within the global semiconductor supply chain. The Company’s technologies support the manufacturing processes and production capabilities utilized by customers and industry participants serving some of the world’s leading semiconductor, electronics, and technology companies.

 

For more information about Jiun Jiang Enterprise Co., Ltd., please visit https://jianjiang.com.tw/EN/

 

About Nightfood Holdings, Inc. (OTCQB: NGTF) dba TechForce Robotics

 

Nightfood Holdings, Inc. (OTCQB: NGTF), doing business as TechForce Robotics, is an AI-enhanced robotics and automation company focused on the development, integration, deployment, and commercialization of intelligent automation solutions across multiple industries. Through its TechForce Robotics platform, the Company develops and deploys autonomous robotic systems designed to improve operational efficiency, workflow consistency, labor optimization, and scalability across hospitality, foodservice, commercial, laboratory, pharmaceutical, and emerging enterprise automation environments.

 

The Company operates through a vertically integrated business model that combines proprietary robotics technology, AI-enhanced software, real-world operating environments, strategic manufacturing partnerships, and scalable deployment infrastructure. By integrating advanced robotics, machine vision, intelligent automation, and data-driven operational insights, TechForce Robotics seeks to address growing labor challenges and productivity demands across a wide range of industries.

 

Nightfood Holdings delivers its solutions through a Robotics-as-a-Service (RaaS) model, providing customers with flexible, scalable automation solutions while generating recurring revenue opportunities. As the Company expands into pharmaceutical automation, laboratory automation, industrial automation, and other high-precision applications, it continues to leverage strategic partnerships and advanced engineering capabilities to accelerate innovation and commercialization across multiple high-growth markets.

 

For more information, visit www.nightfoodholdings.com or www.techforcerobotics.com.

 

 
 

 

 

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” and “forward-looking information.” This information and these statements, which can be identified by the fact that they do not relate strictly to historical or current facts, are made as of the date of this press release. The forward-looking statements herein relate to predictions, expectations, beliefs, plans, projections, objectives, assumptions, or future events or performance and are often identified by words or phrases such as “expects,” “anticipates,” “plans,” “projects,” “estimates,” “intends,” “believes,” “may,” “could,” “would,” “will,” or similar expressions.

Forward-looking statements in this release include, without limitation, statements regarding the expected deployment, operation, performance, development, commercialization, and future applications of LIM-E and related robotic systems, as well as the anticipated benefits of the Company’s collaboration with Oncotelic Therapeutics.

All forward-looking statements are based on current beliefs, assumptions, and information available to the Company’s management as of the date of this press release. By their nature, forward-looking statements involve inherent risks and uncertainties, including, without limitation, technical development risks, deployment timing, manufacturing constraints, integration challenges, customer adoption, operational performance, regulatory and safety considerations, and other factors that could cause actual results to differ materially from those expressed or implied in such statements.

Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

 

Investor Relations & Media Relations & Corporate Communications Contacts

 

Investor Relations

ir@nightfoodholdings.com

 

Media Relations

media@nightfoodholdings.com

 

Corporate Communications

Editor@InvestorBrandNetwork.com

 

IBN | Austin, Texas

www.InvestorBrandNetwork.com

512.354.7000

 

 

Filing Exhibits & Attachments

7 documents