Global Technologies acquires Fox Trot Tango LLC for $6.5M via note assumption and convertible debt

GLOBAL TECHNOLOGIES LTD

Purchase price of $6,500,000: assumption of $1,500,000 TK Secured Note, issuance of $1,600,000 secured convertible note, and earn-out of up to 680 shares Series L Preferred valued at up to $3,400,000.
Seller Secured Note bears 6% interest, matures July 25, 2024, convertible into common stock at 100% of Market Price, with conversion cap of 9.99%.
Company executed guaranty of TK Secured Note and pledged membership interests of FTT as collateral under Security Agreement and Pledge.
FTT owns a 250,000 sq ft warehouse on 25 acres in Sylvester, GA; transaction closed July 25, 2023.
Convertible note includes events of default, penalties for delayed share delivery, and covenants limiting incurrence of other debt or liens.

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

GLOBAL TECHNOLOGIES LTD entered into Amended and Restated Membership Interest Purchase Agreement with TXC Services, LLC valued at $6,500,000 (effective 2023-07-25).

Action: entry
Agreement: equity purchase
Counterparty: TXC Services, LLC
Value: $6,500,000
Effective: 2023-07-25

Exact text from the filing

On July 25, 2023, the Parties entered into an Amended and Restated Membership Interest Purchase Agreement, Assignment, Secured Convertible Note, Securities Purchase Agreement and a Security Agreement and Pledge of Membership Units.

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

GLOBAL TECHNOLOGIES LTD entered into Securities Purchase Agreement with TXC Services, LLC valued at $1,600,000 (effective 2023-07-25).

Action: entry
Agreement: equity purchase
Counterparty: TXC Services, LLC
Value: $1,600,000
Effective: 2023-07-25

Exact text from the filing

On July 25, 2023, the Company and TXC Services, LLC entered into the Seller SPA for the issuance and sale of a Secured Convertible Note with an initial principal amount of $1,600,000 (the “Seller Secured Note”).

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

GLOBAL TECHNOLOGIES LTD entered into Guaranty Agreement with TK Management Services, LLC (effective 2023-07-25).

Action: entry
Agreement: credit facility
Counterparty: TK Management Services, LLC
Effective: 2023-07-25

Exact text from the filing

Guaranty Agreement for the benefit of TK Management Services, LLC. On this same date, the Company’s new wholly owned subsidiary, FTT, executed a Deed to Secure Debt in favor of the Seller.

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283 material agreements filed in the last 30 days. Browse all material agreements →

GLOBAL TECHNOLOGIES LTD filing history →

Source: SEC EDGAR

accession 0001493152-23-026017

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