MITI 8-K
Mitesco, Inc. (MITI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
New Business Relationship
The Company has entered into a three (3) year agreement with a newly formed entity who is intending to create a business focused on the listing for sale of businesses in the area of sports, and initially with an emphasis on pickleball. The agreement includes a $20,000 software development effort for the initial platform, an agreement for ongoing software development and support, and an agreement to host the application in the Centcore data center. The agreement includes a revenue sharing component with the Company to receive five percent (5%) of the gross revenue from the sales generated from the site. Either party may terminate the agreement upon 60 days written notice. A copy of the agreement is included as Exhibit 10.1 to this filing. The copy omits proprietary technical and marketing information deemed to be confidential but includes all business terms and conditions.
Item 8.01 Other Events.
On September 7, 2025, the Company issued a press release which provided an update on its agreement as noted above and forward-looking plans. A copy of the press release is attached herein as Exhibit 99.1
Item 9.01 Financial Statements and Exhibits.
| Exhibits | Description | |
| 10.1 | Partnership agreement between Sportzfolio LLC and Mitesco, Inc. executed September 4, 2025 | |
| 99.1 | Press Release dated September 7, 2025 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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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.
| Dated: September 8, 2025 | MITESCO, INC. | |
| By: | /s/ Mack Leath | |
| Mack Leath | ||
| Chairman and CEO | ||
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Exhibit 10.1
Partnership Agreement
This Partnership Agreement (“Agreement”) is entered into on 3 September, 2025 by and between:
1. Mitesco, Inc., a Nevada corporation with offices at 505 Beachland Blvd Ste 1377, Vero Beach, FL, 32963-1710, a Nevada corporation, including its wholly owned division Centcore Data Center (“Mitesco”), and
2. Sportzfolio LLC, a Delaware company with offices at 8 The Green Suite A, Dover, DE 19901 [“Sportzfolio”].
Recitals
WHEREAS, Sportzfolio is developing a digital marketing and property listing platform tailored for commercial athletic facility opportunities;
WHEREAS, Mitesco possesses application development capabilities and owns/operates Centcore Data Center, a Tier 3+ data center facility in Florida;
WHEREAS, the parties desire to collaborate whereby Mitesco will develop the MVP software platform for Sportzfolio and provide data center hosting in exchange for revenue sharing rights;
NOW, THEREFORE, the parties agree as follows:
| 1. | SOFTWARE DEVELOPMENT & DELIVERY |
| 1.1 | Scope of Work |
Mitesco will design, build, and deliver a working version of the Athletic Property Listing & Marketing Platform (“Platform”) per the feature set defined in “sports discussion rev c” (attached as Exhibit A).
| 1.2 | Cost and Payment |
The development cost is $20,000. This amount shall be paid directly by Sportzfolio as part of its startup investment obligations. This payment is due as follows: $10,000 upon execution of this Agreement; $5,000 due upon presentation of an operational working model of the platform; $5,000 upon delivery of the completed platform.
| 2.1 | Data Center Use |
Sportzfolio agrees to exclusively utilize Centcore Data Center for all hosting and infrastructure services for a minimum term of 3 years.
| 2.2 | Hosting Fees |
Centcore shall waive standard retail hosting fees during the term in exchange for ongoing margin share defined in Section 3.
| 3. | MARGIN SHARE & REVENUE PARTICIPATION |
| 3.1 | Margin Share |
In exchange for application development and infrastructure support, Mitesco shall receive 5% of gross revenue generated by Sportzfolio from all monetization streams listed in Exhibit A. Margin Share terminates with the expiration or termination of this agreement.
| 3.2 | Reporting and Payment |
Sportzfolio shall provide quarterly revenue reports and remit Mitesco’s share within 15 business days of quarter close.
| 4. | TERM AND TERMINATION |
| 4.1 | Initial Term |
This Agreement shall remain in effect for three (3) years from the date of execution, with automatic one-year renewals unless terminated.
| 4.2 | Termination Without Cause After Three (3) Year Term |
Following the initial three (3) year term, this Agreement may be terminated by either party without cause with sixty (60) day written notice.
| 4.3 | Termination for Cause |
Either party may terminate this Agreement in the event of material breach, provided the breaching party fails to cure such breach within 30 days of written notice.
| 4.4 | Effect of Termination |
Upon termination, Sportzfolio shall have the option to buy out Mitesco’s equity interest in revenue participation for an amount equal to 2X trailing 12-month Mitesco share.
| 5. | INTELLECTUAL PROPERTY |
| 5.1 | Ownership |
All custom code, branding, and content developed for the Platform will be the property of Sportzfolio, excluding any pre-existing modules or infrastructure IP developed independently by Mitesco or Centcore.
| 5.2 | License Back to Mitesco |
Sportzfolio grants Mitesco the non-exclusive right to list the platform in its portfolio.
| 6. | GOVERNING LAW & DISPUTES |
This Agreement shall be governed by the laws of the State of Florida. Any dispute arising under this Agreement shall be resolved through arbitration administered by the American Arbitration Association (AAA) in Orlando, FL.
| 7. | GENERAL |
No Agency: This agreement does not constitute a joint venture or agency relationship.
Assignment: Neither party may assign this Agreement without prior written consent.
Entire Agreement: This Agreement, including Exhibit A, constitutes the full understanding between the parties.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
Mitesco, Inc., a Nevada corporation with offices at 505 Beachland Blvd Ste 1377, Vero Beach, FL, 34963-1710
| By | Brian Valania | |
| Name: | Brian Valania | |
| Title: | General Manager | |
| Sportzfolio, LLC | ||
| By: | Dave Conord | |
| Name: | Dave Conord | |
| Title: | CEO | |
Exhibit A – NOT INCLUDED IN SEC FILING, DEEMED TO BE CONFIDENTIAL
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Exhibit 99.1
Centcore, a Division of Mitesco, Inc., Partners With Sportzfolio, LLC to Launch Innovative Pickleball Properties Platform
VERO BEACH, FL - September 8, 2025 (NEWMEDIAWIRE) - Centcore, a division of Mitesco, Inc. (OTC-QB:MITI), today announced a strategic partnership with Sportzfolio, LLC to launch a first-of-its-kind Pickleball Properties Listing & Marketing Platform. This new digital hub is designed to meet surging demand in the nation’s fastest-growing sport by connecting property owners, developers, municipalities, and investors with real estate suited for pickleball courts, centers, and multi-use facilities.
The platform will operate strictly as a marketing and advertising service - not a brokerage - providing a safe, scalable, and cost-effective way to showcase properties without the compliance or liability risks of commission-based models. With tiered listing options, streamlined intake, and integrated digital marketing campaigns, the solution is positioned to become the go-to destination for the pickleball real estate market.
“This is more than a listing site - it’s an engine for exposure and growth,” said Brian Valania, General Manager of Centcore. “Our Tier-3+ data center infrastructure ensures the platform runs with enterprise-grade reliability and security, while Sportzfolio brings deep expertise in sports-focused market development. Together, we are creating a central hub that helps entrepreneurs, municipalities, and developers unlock the enormous potential of pickleball.”
The platform will offer:
Free Listings with basic property data and photos.
Tiered Paid Listings with vetted summaries, extended visibility, and lead tracking.
Marketing Bundles with optional promotional campaigns for added reach.
Referral Opportunities with licensed brokers, agents, and legal professionals.
Advertising Slots for vendors, service providers, and partners.
“Pickleball is more than a sport - it’s a cultural shift that’s driving demand for new spaces and new opportunities,” said Dave Conord, CEO of Sportzfolio, LLC. “By teaming up with Centcore, we can deliver a platform that is secure, scalable, and built to serve the long-term needs of this industry. This is about building an ecosystem where athletes, developers, and communities all win.”
“Sportzfolio’s mission has always been to empower growth in sports through innovative partnerships,” Conord added. “This collaboration allows us to extend that mission into one of the fastest-growing recreational markets in the country. Together, we’re laying the digital foundation for pickleball’s next decade of expansion.”
With over 36 million U.S. participants in 2024 and rising, pickleball continues to fuel demand for dedicated courts, training centers, and lifestyle-oriented facilities. The Centcore-Sportzfolio platform is designed to help stakeholders identify opportunities, drive visibility, and accelerate project execution in this rapidly evolving space.
About Centcore
Centcore, LLC (www.centcoreusa.com) is a wholly owned business unit of Mitesco, Inc. providing highly secure data center resources and managed services for dedicated applications and custom development. Within its primary sites there are extensive high-performance computing and storage aimed at data intensive applications. It is growing a library of applications for reselling from its users including providers of services and solutions. It can offer specialized computing capabilities within its 25,000 sq. ft. data center, including development platforms for scientific computing, image processing and A.I. oriented systems.
Centcore Contact:
Brian Valania
General Manager, Centcore Data Center
Phone: 610.888.7509
Email: [email protected]
About Sportzfolio, LLC
Sportzfolio, LLC, a subsidiary of PDI (Pickleball Development & Investments LLC), is a sports technology company dedicated to empowering athletes, teams, and organizations with digital tools that enhance visibility, engagement, and opportunity creation. Its platforms integrate performance, branding, and market access for the next generation of sports innovation.
Sportzfolio Contact:
Dave Conord, CEO
About PDI (Pickleball Development & Investments LLC)
PDI is a business acceleration platform with a hands-on approach to shaping the landscape of the rapidly expanding pickleball industry. A history of award-winning success in launching and scaling highly profitable companies across multiple industries has forged The PDI Way(TM). PDI consults emerging and expanding companies and strategically invests in the infrastructure of the pickleball industry through various funds, managed by PDI Capital.
PDI Capital Investor Contact:
Austin Sipple
Email: [email protected]
Phone: 302.219.3870
About Mitesco, Inc.
Mitesco (OTC: MITI) is a growth-oriented technology company focused on platforms that improve efficiency, access, and affordability. With deep experience in business transformation, the company deploys capital toward both organic initiatives and strategic acquisitions that enhance shareholder value.
Investor Contact:
Jimmy Caplan
Email: [email protected]
Phone: 512.329.9505
About Vero Technology Ventures
Our venture arm invests in productivity-driven cloud technologies designed for business and government applications. Areas of focus include infrastructure, process automation, analytics, and data center tooling. Entrepreneurs seeking capital and collaboration are invited to connect at [email protected]
Forward-Looking Statements
This press release contains forward-looking statements, including, but not limited to, words such as: “expects,” “anticipates,” “aims,” “projects,” “intends,” “plans,” “believes,” “estimates,” “seeks,” “assumes,” “may,” “should,” “could,” “would,” “foresees,” “forecasts,” “predicts,” “targets,” “commitments,” and variations of such words and similar expressions are intended to identify such forward-looking statements. We caution you that the foregoing may not include all the forward-looking statements made in this press release.
These forward-looking statements are based on the Company’s current plans, assumptions, beliefs, and expectations. Forward-looking statements are subject to the occurrence of many events outside of the Company’s control. Actual results and the timing of events may differ materially from those contemplated by such forward-looking statements due to numerous factors that involve substantial known and unknown risks and uncertainties. These risks and uncertainties include, among other things, the ability to obtain additional financing; the risk that commenced and threatened litigation may result in material judgments against the Company; and other risks and uncertainties included in the Company’s reports on Forms 10-K, 10-Q, and 8-K and in other filings the Company makes with the Securities and Exchange Commission from time to time, available at www.sec.gov.