Nightfood Holdings, Inc. (OTCQB: NGTF)

Nightfood Holdings, Inc. (OTCQB: NGTF), doing business as TechForce Robotics, is a technology and automation company focused on developing, integrating, deploying and commercializing intelligent robotic systems across service-intensive, commercial and industrial markets.

The company is evolving from its initial focus on hospitality automation into a broader technology platform encompassing AI-enhanced robotics, enterprise automation, industrial manufacturing systems, semiconductor-related equipment, pharmaceutical automation, logistics and coordinated autonomous operations.

Through TechForce Robotics, Nightfood develops specialized robotic systems designed to improve operational efficiency, increase workflow consistency, address labor shortages and automate repetitive or mission-critical tasks. The company’s strategy extends beyond individual machines to include the software, communications infrastructure and coordination technology required to connect multiple robots and intelligent devices within a common operating environment.

Nightfood’s long-term objective is to build an integrated automation platform serving customers across hospitality, manufacturing, logistics, pharmaceutical production, semiconductor manufacturing and other enterprise environments.

The company is pursuing this strategy through proprietary technology development, recurring RaaS deployments, real-world commercial operations, strategic manufacturing partnerships and targeted acquisitions.

Robotic Connective Network

In July 2026, TechForce Robotics launched its proprietary Robotic Connective Network, a technology framework designed to enable autonomous robots, AI systems, sensors, smart devices and operational software to communicate and coordinate workflows across connected commercial and industrial environments.

Many robotic systems currently operate independently or within closed, manufacturer-specific platforms. This can limit their ability to exchange operational information, respond collectively to changing conditions or coordinate tasks across a facility.

TechForce’s Robotic Connective Network is being developed to address this interoperability and coordination challenge. The network is intended to serve as an intelligent communications and workflow layer connecting multiple robots and devices, including systems manufactured by different providers.

At the center of the network is TechForce’s patent-pending decentralized task-coordination technology. The technology is designed to allow connected devices to communicate directly and negotiate task assignments using real-time operating factors such as:

• Proximity to the requested task
• Current workload and availability
• Remaining battery capacity
• Equipment capabilities
• Environmental and operating conditions
• Priority and timing requirements

This decentralized structure is designed to reduce dependence on continuous human direction or a single centralized controller. As operating conditions change, connected devices may be able to redistribute tasks, helping facilities maintain workflow continuity and use robotic capacity more efficiently.

Potential applications include hotels, manufacturing facilities, warehouses, laboratories, pharmaceutical facilities, hospitals, commercial properties and other environments operating multiple automated systems.

The Robotic Connective Network represents an important part of Nightfood’s transition from a provider of individual robotic solutions into a developer of broader enterprise automation infrastructure.

Robotics-as-a-Service Platform

TechForce Robotics delivers its autonomous systems through a Robotics-as-a-Service model designed to make automation more accessible to commercial and enterprise customers.

Under this subscription-based approach, customers can deploy robotic systems without making a significant upfront capital investment or building an internal robotics-support organization. Depending on the deployment, TechForce’s services may include:

• Facility assessment and workflow planning
• Robot deployment and environmental mapping
• Systems integration
• Employee and operator training
• Maintenance and technical support
• Software updates
• Performance monitoring
• Workflow optimization
• Continuing fleet and system management

The RaaS model is intended to generate recurring revenue while supporting long-term customer relationships and additional deployments within customer facilities.

TechForce is developing solutions for hospitality, foodservice, commercial facilities, laboratories, pharmaceutical operations and other enterprise environments. Its platform includes systems designed to support delivery, guest service, beverage service, facility operations and specialized clean-room workflows.

Real-World Operating Environments

Nightfood’s hospitality assets serve a strategic dual purpose within the company’s business model.

In addition to providing operating and balance-sheet assets, the properties can function as live testing and demonstration environments for TechForce’s robotic technologies. These environments allow the company to evaluate robotic performance around employees, guests and existing building systems under real operating conditions.

The properties may also provide operating data and customer feedback that can be used to improve navigation, workflow design, reliability, human-machine interaction and deployment procedures.

Hospitality therefore represents an initial commercialization environment for TechForce’s technology rather than the limit of the company’s long-term market opportunity.

Pharmaceutical and Clean-Room Automation

TechForce Robotics is also expanding into pharmaceutical and specialized clean-room environments.

The company has deployed PUR-E, its autonomous clean-room support robot, within SAPU Bio’s OEB-5 sterile injectable cGMP facility as part of a joint development initiative.

The deployment is intended to evaluate how autonomous robotic systems can support material movement and other operational workflows in highly controlled pharmaceutical environments.

Pharmaceutical facilities require strict operating procedures, controlled access, contamination management, documentation and workflow consistency. Robotic systems may help reduce unnecessary human movement within controlled areas while supporting more consistent and repeatable operating processes.

Proposed Acquisition of JJ Enterprise

In June 2026, Nightfood entered into a non-binding letter of intent with the shareholders of Jiun Jiang Enterprise Co., Ltd. under which Nightfood proposes to acquire a 51% controlling interest in JJ Enterprise through an all-stock share-exchange transaction.

JJ Enterprise is a Taiwan-based precision engineering and advanced-manufacturing company with more than three decades of industry experience. Its capabilities include:

• Semiconductor automation systems
• Advanced semiconductor-packaging equipment
• Thermal interface material manufacturing systems
• Precision industrial equipment
• Robotics and intelligent manufacturing
• Electronics manufacturing automation
• Pharmaceutical automation equipment
• Customized production systems
• Logistics and material-handling automation

Under the contemplated transaction, JJ Enterprise would become a majority-owned operating subsidiary of Nightfood, while its existing management team would continue overseeing day-to-day operations.

Nightfood would support JJ Enterprise’s strategic expansion, financing initiatives, business development, acquisition opportunities and access to the U.S. public markets.

The proposed acquisition is intended to combine JJ Enterprise’s engineering expertise, manufacturing capabilities and industry relationships with TechForce’s robotic technology, RaaS platform, commercialization strategy and public-market infrastructure.

The parties may execute definitive agreements before Nightfood’s anticipated uplisting. However, the LOI provides that the transaction would not close unless Nightfood’s common stock has been approved for listing and is actively traded on Nasdaq or another mutually acceptable U.S. national securities exchange.

Completion remains subject to definitive agreements, due diligence, PCAOB-compliant audits, applicable approvals and other customary closing conditions. There can be no assurance that the transaction will be completed on the terms contemplated or at all.

Proposed Taiwan and U.S. Manufacturing Expansion

Nightfood and JJ Enterprise are evaluating a manufacturing-capacity expansion that could add up to approximately 100,000 square feet of production space across Taiwan and the United States.

The proposed dual-region manufacturing strategy is intended to support:

• Increasing customer demand
• Larger production volumes
• Shorter delivery timelines
• Semiconductor and advanced-packaging programs
• Industrial and logistics automation deployments
• North American customer requirements
• Supply-chain flexibility and resilience
• Future localization of manufacturing

Taiwan would continue to provide access to JJ Enterprise’s established engineering base, advanced-manufacturing ecosystem and technical workforce. The proposed U.S. operation would be intended to support North American customers and the continuing expansion of semiconductor and advanced-manufacturing capacity in the United States.

There can be no assurance that a particular facility, lease, acquisition, construction project or manufacturing expansion will be completed. Any expansion remains subject to evaluation, negotiations, capital availability, due diligence, approvals and market conditions.

Target Markets

TechForce Robotics is developing its platform for several interconnected commercial and industrial markets.

Hospitality and Commercial Services

Autonomous robotic systems can support delivery, guest interaction, food and beverage service, cleaning, security and other repetitive operational workflows.

Semiconductor and Advanced Manufacturing

Through its strategic relationship and proposed acquisition of JJ Enterprise, Nightfood is positioning itself to participate in precision automation, advanced packaging, thermal interface material systems and specialty production equipment.

Industrial Automation

The combined platform is intended to support customized automation systems, production equipment, intelligent manufacturing and factory workflow optimization.

Logistics and Material Handling

Connected robotic systems may improve the movement of products, supplies and materials across warehouses, manufacturing facilities, hotels and other commercial environments.

Pharmaceutical and Laboratory Operations

Robotic systems may support controlled material movement, repetitive processes and other operational workflows within laboratories, pharmaceutical facilities and clean-room environments.

Enterprise Robotic Coordination

The Robotic Connective Network is designed to provide a common coordination layer through which robots, sensors, AI systems and operational software can exchange information and manage connected workflows.

Market Opportunity

Demand for robotics and automation is being driven by labor shortages, rising operating costs, domestic manufacturing investment, supply-chain restructuring and the need for greater efficiency and workflow consistency.

The global service robotics market is projected to reach approximately $267 billion by 2030, while the broader global robotics market is projected to reach approximately $111 billion by 2030.

The International Federation of Robotics reported that worldwide sales of professional service robots reached approximately 200,000 units in 2024, representing year-over-year growth of approximately 9%. The installed Robotics-as-a-Service fleet grew by approximately 31%, reflecting increasing demand for subscription and rental models that reduce upfront capital requirements.

Through its proposed acquisition of JJ Enterprise, Nightfood is also targeting semiconductor and advanced-manufacturing markets. SEMI forecasts worldwide semiconductor manufacturing equipment sales to reach approximately $230 billion by 2028, while the global advanced semiconductor packaging market is projected to exceed approximately $79 billion by 2030.

TechForce’s pharmaceutical and clean-room initiatives provide additional exposure to pharmaceutical automation, a market projected to reach approximately $40 billion by 2036.

These market estimates overlap and should not be combined into a single total addressable market. Collectively, however, they illustrate the scale of the sectors Nightfood intends to address through:

• Autonomous robotic systems
• Recurring RaaS deployments
• Multi-robot coordination technology
• Enterprise systems integration
• Semiconductor automation
• Precision production equipment
• Advanced semiconductor packaging
• Pharmaceutical and clean-room automation
• Dual-region manufacturing capabilities
• Strategic acquisitions and partnerships

Rather than relying on a single robotic product or end market, Nightfood is working to build a diversified platform capable of participating in service robotics, enterprise automation and higher-value industrial manufacturing markets.

Growth Strategy

Nightfood’s growth strategy is centered on four complementary pillars.

1. Develop Proprietary Technology

Continue developing specialized robots, AI-enhanced software, decentralized task-coordination technology and the Robotic Connective Network.

2. Expand Recurring RaaS Deployments

Deploy robotic solutions under subscription arrangements designed to generate recurring revenue and support long-term customer relationships.

3. Enter Higher-Value Industrial Markets

Expand into semiconductor automation, advanced packaging, industrial equipment, pharmaceutical automation and intelligent manufacturing through the proposed JJ Enterprise transaction and other strategic relationships.

4. Build Scalable Manufacturing Capacity

Establish the manufacturing, engineering and deployment infrastructure needed to support customers in Asia and North America as demand grows.

Collectively, these initiatives reflect Nightfood’s evolution into a technology-focused robotics and advanced-automation company, with hospitality serving as an operating foundation and real-world testing environment.

Corporate Direction

Nightfood Holdings is transforming from a hospitality-focused robotics company into a diversified technology and automation platform.

The company’s future direction is centered on developing and acquiring technologies that automate real-world operations across hospitality, manufacturing, semiconductor production, logistics, pharmaceutical facilities and other enterprise environments.

Through TechForce Robotics, the company is building specialized robotic systems and the connective infrastructure designed to enable multiple machines, sensors and AI systems to operate as a coordinated autonomous workforce.

Through the proposed acquisition of JJ Enterprise, Nightfood is also seeking to add established precision-engineering, semiconductor-automation and advanced-manufacturing capabilities.
Together, these initiatives are intended to position robotics, automation, proprietary technology and advanced manufacturing as the principal drivers of Nightfood’s long-term growth.

Leadership

Jimmy Chan — Chief Executive Officer

Jimmy Chan has served as Chief Executive Officer of Nightfood Holdings, Inc. since April 2025. He is leading the company’s transition toward a broader robotics, enterprise automation and advanced-manufacturing strategy.

Under his leadership, the company has expanded its focus beyond hospitality robotics, developed strategic relationships in semiconductor and industrial automation, entered into the proposed JJ Enterprise transaction, advanced its proprietary robotic coordination technology and pursued a potential listing on a national securities exchange.

Management’s long-term objective is to establish Nightfood, doing business as TechForce Robotics, as an integrated automation platform combining proprietary technology, recurring RaaS deployments, industrial engineering, advanced manufacturing and real-world commercial operations.

Forward-Looking Statement Notice

This profile contains forward-looking statements regarding Nightfood’s technology development, commercialization plans, proposed acquisition of JJ Enterprise, potential manufacturing expansion, prospective national-exchange listing and future operating strategy. These statements are subject to risks and uncertainties, and actual results may differ materially.

There can be no assurance that the proposed acquisition, facility expansion, reverse stock split, national-exchange listing or other contemplated initiatives will be completed on the terms described or at all. Investors should review Nightfood Holdings’ filings with the U.S. Securities and Exchange Commission for additional information.