Angel Studios Files 8-K on Material Agreement

TL;DR

Angel Studios signed a big deal, check the 8-K for details.

AI Summary

Angel Studios, Inc. filed an 8-K on October 8, 2025, reporting a material definitive agreement entered into on October 7, 2025. The filing also includes Regulation FD disclosures and financial statements/exhibits. The company, formerly Southport Acquisition Corp, is incorporated in Delaware and headquartered in Provo, UT.

Why It Matters

This 8-K filing indicates a significant new agreement for Angel Studios, Inc., which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• Angel Studios, Inc. (company) — Registrant
• October 7, 2025 (date) — Date of material definitive agreement
• October 8, 2025 (date) — Filing date of the 8-K
• Southport Acquisition Corp (company) — Former company name
• Delaware (jurisdiction) — State of incorporation
• Provo, UT (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — tered Class A Common Stock, par value $0.0001 per share ANGX The New York Stock Exc
• $31,366,685.51 — rm Sheet, the Company will contribute US$31,366,685.51 and 2521 will contribute US$46,550,473.
• $46,550,473.41 — 1,366,685.51 and 2521 will contribute US$46,550,473.41 in cash to the JV. Moreover, the Compan
• $2,342,277 — ital contribution, an amount equal to US$2,342,277 on account of a previous investment wit
• $33,708,962.51 — total initial capital contribution of US$33,708,962.51. Following the cash contribution by the
• $77,917,158.92 — ), for an aggregate purchase price of US$77,917,158.92 in cash. Further, except as may be othe

Filing Documents

• tm2528158d1_8k.htm (8-K) — 36KB
• tm2528158d1_ex10-1.htm (EX-10.1) — 85KB
• tm2528158d1_ex99-1.htm (EX-99.1) — 12KB
• tm2528158d1_ex99-1img01.jpg (GRAPHIC) — 3KB
• 0001104659-25-097920.txt ( ) — 325KB
• none-20251007.xsd (EX-101.SCH) — 3KB
• none-20251007_lab.xml (EX-101.LAB) — 33KB
• none-20251007_pre.xml (EX-101.PRE) — 22KB
• tm2528158d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Term Sheet Angel Studios, Inc. (the " Company ") entered into a term sheet (the " Term Sheet ") with 2521 Entertainment, LLC (" 2521 ", together with the Company, the " JV Partners ") that sets forth the principal terms and conditions governing the joint venture between the JV Partners, through Giant Slayer Media LLC (" Giant Slayer Media " or the " JV "). The Term Sheet, pursuant to its terms, became binding on October 7, 2025, upon the execution of that certain Asset Purchase Agreement by and between Slingshot USA LLC (" Slingshot ") and Giant Slayer Media, also dated as of October 7, 2025 (the " Asset Purchase Agreement "). The Term Sheet will remain in effect until the earlier of (a) the execution of the definitive Limited Liability Company Agreement for the JV (the " LLCA ") and a distribution agreement between the Company (or one of its affiliates) and Giant Slayer Media (the " Distribution Agreement ") or (b) the mutual agreement of the JV Partners to terminate the Term Sheet. Pursuant to the Term Sheet, the Company will contribute US$31,366,685.51 and 2521 will contribute US$46,550,473.41 in cash to the JV. Moreover, the Company will also be credited, as a capital contribution, an amount equal to US$2,342,277 on account of a previous investment with Slingshot, which will result in the Company's total initial capital contribution of US$33,708,962.51. Following the cash contribution by the JV Partners, the equity split in the JV will be 42% to the Company and 58% to 2521. Separately, under the Term Sheet, the JV Partners will negotiate in good faith and execute definitive agreements to implement the terms of the Term Sheet, including the Asset Purchase Agreement, the LLCA and the Distribution Agreement, each in form and substance reasonably acceptable to the JV Partners. Under the Term Sheet, and by means of the Asset Purchase Agreement, Giant Slayer Media will acquire substantially all of the asse

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On October 8, 2025, the Company issued a press release announcing its partnership with 2521 to acquire the Purchased Assets from Slingshot, as described in Item 1.01 above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information provided under this Item 7.01 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed " filed " for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act, or the Exchange Act except as shall be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Term Sheet by and between Angel Studios, Inc. and 2521 Entertainment, LLC. 99.1 Press release announcing the acquisition of the Purchased Assets. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE 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. ANGEL STUDIOS, INC. Date: October 8, 2025 By: /s/ Scott Klossner Scott Klossner Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR