T3 Defense cancels $16M intercompany debt obligation at no cost or dilution

T3 Defense Inc.

Cancelled $16M in debt owed to wholly-owned Star 26; no cash outlay, no dilution for shareholders.
Debt was originally structured for a 51% acquisition; full 100% ownership made it unnecessary.
Cancellation Agreement preserves T3's full ownership of Star 26 and all its assets.
Indebtedness was never memorialized in a promissory note; elimination is immediate and final.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

T3 Defense Inc. terminated Cancellation Agreement with Star 26 Capital, Inc. valued at $16,000,000 (effective 2026-03-31).

Action: termination
Agreement: equity purchase
Counterparty: Star 26 Capital, Inc.
Value: $16,000,000
Effective: 2026-03-31

Exact text from the filing

On March 31, 2026, T3 Defense, Inc., a Delaware corporation (the “Company” or “T3”), memorialized the termination of its obligation to pay $16,000,000 to its wholly-owned subsidiary Star 26 Capital, Inc., a Nevada corporation (“Star 26”). Pursuant to the Cancellation Agreement, (the “Cancellation Agreement”), while all terms and provisions of the Amended and Restated Securities Purchase Agreement, dated September 15, 2025 (the “Acquisition Agreement”) remain in full force and effect, and the Company's ownership of Star 26, including all assets, operations, and subsidiaries, is unaffected , the Company eliminated $16,000,000 of indebtedness, effective immediately, at no cost, no dilution, and with no offsetting obligation to the Company or its shareholders.

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Source: SEC EDGAR

accession 0001213900-26-039725

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