Sow Good agrees to acquire Tanzanian graphite project for $107M in stock, massive dilution ahead

Filed April 21, 2026 · Period ending April 20, 2026 · ~2 min read

Key Changes

• high

  Company will issue ~22.3 million shares (after 15-to-1 reverse split) to acquire 100% of two subsidiaries owning the Nachu Graphite Project in Tanzania, representing massive dilution to existing shareholders at a pre-split price of $0.32/share.

  Item 1.01: Share Purchase Agreement verify on EDGAR →
• high

  Deal requires majority stockholder approval, Tanzanian regulatory approvals (Fair Competition Commission and Mining Commission), and Nasdaq listing approval. Must close by October 15, 2026 or either party can terminate.

  Item 1.01: Closing Conditions verify on EDGAR →
• high

  Acquisition marks strategic pivot from current business into advanced-stage graphite mining sector in southern Tanzania, a completely new industry for the company.

  Item 1.01: Nachu Project verify on EDGAR →