--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-028014" form_type: "8-K" ticker: "DTGI" cik: "0001014052" company_name: "Digerati Technologies, Inc." filed_at: "2023-04-06T23:59:59+00:00" generated_at: "2026-06-17T04:51:15.611644+00:00" event_type: "debt" sentiment: "neutral" materiality_score: 0.55 calibrated_materiality_score: 0.55 confidence: "high" source: SEC EDGAR --- # Digerati enters $302k convertible notes, increases Post Road facility to $3.5M ## Summary - Issued $192k April Note to Mast Hill Fund ($159.2k net); warrant for 1,207,186 shares; 241,500 commitment shares. - Issued $110k LGH Note ($100k net) plus 300,000 inducement shares; conversion price $0.0956 per share. - Sixth Amendment with Post Road raises bridge loan cap to $3.5M (from $3.0M) and defers April 3 cash interest to May 1. - April Note matures March 17, 2024; LGH Note matures December 7, 2023; conversion begins after Merger or July 17, 2023. - Merger with Minority Equality Opportunities Acquisition Inc. (MEOA) remains pending; conversion rights tied to deal close. ## SEC filing metadata - accession: 0001213900-23-028014 - form_type: 8-K - ticker: DTGI - cik: 0001014052 - company_name: Digerati Technologies, Inc. - filed_at: 2023-04-06T23:59:59+00:00 - event_type: debt - sentiment: neutral - materiality_score: 0.55 - calibrated_materiality_score: 0.55 - confidence: high - sec_items: 1.01, 2.03, 3.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/ea176566-8k_digerati.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-028014 - JSON: https://secwatch.observer/filing/0001213900-23-028014.json - Plain text: https://secwatch.observer/filing/0001213900-23-028014.txt ## Key facts - Debt Financings Digerati Technologies, Inc. incurred convertible notes of $192,000 with Mast Hill Fund, L.P. at Not explicitly stated in excerpt. maturing March 17, 2024. - Instrument: convertible notes - Principal: $192,000 - Counterparty: Mast Hill Fund, L.P. - Rate: Not explicitly stated in excerpt. - Maturity: March 17, 2024 - Event: incurrence source text: to convert all or any portion of the amount the Company owes pursuant to the April Note into shares of the Common Stock. The aggregate principal amount of the April Note was $192,000 with an original issue discount of $28,800. The gross proceeds the Company received prior to payment of transaction expenses was $159,200. The April Note has a maturity date of evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - Debt Financings Digerati Technologies, Inc. incurred convertible notes of $110,000 with LGH Investments, LLC at Not explicitly stated in excerpt. maturing December 7, 2023. - Instrument: convertible notes - Principal: $110,000 - Counterparty: LGH Investments, LLC - Rate: Not explicitly stated in excerpt. - Maturity: December 7, 2023 - Event: incurrence source text: On March 7, 2023, the Company and LGH Investments, LLC (“LGH”) entered into a securities purchase agreement (the “LGH SPA”) whereby the Company issued a convertible promissory note to LGH (the “LGH Note”). Although the LGH SPA and other transaction documents are dated March 7, 2023 and funding occurred on such date, the LGH SPA and LGH Note were finalized on March 27, 2023. The aggregate principal amount of the LGH Note was $110,000 with an original issue discount of $10,000. The gross proceeds the Company received prior to payment of transaction expenses was $100,000. The LGH Note has a maturity date of December 7, 2023. The LGH Note can be converted into shares of Common Stock at any time on or following the earlier of (i) May 12, 2023 or (ii) sixty (60) calendar days after the Common Stock is listed on Nasdaq or the New York Stock Exchange. evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - Debt Financings Digerati Technologies, Inc. amended credit facility of total Net Unpaid Principal Amount the Company is allowed to borrow in the form of convertible loans to $3,500,000 with Post Road Administrative LLC and Post Road Special Opportunity Fund II LLP at Not explicitly stated in excerpt. maturing Not changed by this amendment.. - Instrument: credit facility - Principal: total Net Unpaid Principal Amount the Company is allowed to borrow in the form of convertible loans to $3,500,000 - Counterparty: Post Road Administrative LLC and Post Road Special Opportunity Fund II LLP - Rate: Not explicitly stated in excerpt. - Maturity: Not changed by this amendment. - Event: amendment source text: On April 3, 2023, the Company, the T3 Nevada Parties, and Post Road entered into a Sixth Amendment to Credit Agreement (the “Sixth Amendment”). Pursuant to the Sixth Amendment, Post Road agreed to increase the total Net Unpaid Principal Amount the Company is allowed to borrow in the form of convertible loans to $3,500,000 (such bridge loans are hereinafter referred to individually as a “Bridge Loan” and collectively as the “Bridge Loans”). This amount was increased from the $3,000,000 agreed to in February 2023 pursuant to that certain Consent, Limited Waiver and Fourth Amendment to Credit Agreement and Amendment to Notes. As used herein, the term “Net Unpaid Principal Amount” means the principal dollar amount of a Bridge Loan, less the original issue discount (if any) and less the transaction costs paid in cash by the Company upon the closing thereof. Pursuant to the Sixth Amendment, Post Road agreed to defer the cash interest otherwise due and payable on April 3, 2023 to the May 1, 2 evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - Material Agreements Digerati Technologies, Inc. amended Sixth Amendment with Post Road valued at $3,500,000 (effective 2023-04-03). - Action: amendment - Agreement: credit facility - Counterparty: Post Road - Value: $3,500,000 - Effective: 2023-04-03 source text: On April 3, 2023, the Company, the T3 Nevada Parties, and Post Road entered into a Sixth Amendment to Credit Agreement (the "Sixth Amendment"). evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - Material Agreements Digerati Technologies, Inc. entered into LGH SPA with LGH Investments, LLC valued at $110,000 (effective 2023-03-07). - Action: entry - Agreement: credit facility - Counterparty: LGH Investments, LLC - Value: $110,000 - Effective: 2023-03-07 source text: On March 7, 2023, the Company and LGH Investments, LLC ("LGH") entered into a securities purchase agreement (the "LGH SPA") whereby the Company issued a convertible promissory note to LGH (the "LGH Note"). evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm - Material Agreements Digerati Technologies, Inc. entered into April SPA with Mast Hill Fund, L.P. valued at $192,000 (effective 2023-04-03). - Action: entry - Agreement: equity purchase - Counterparty: Mast Hill Fund, L.P. - Value: $192,000 - Effective: 2023-04-03 source text: On April 3, 2023, the Company and the Investor entered into a new securities purchase agreement (the "April SPA") whereby the Company issued a new promissory note to the Investor (the "April Note"). evidence_url: https://www.sec.gov/Archives/edgar/data/1014052/000121390023028014/0001213900-23-028014-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.