AMERICAN REBEL HOLDINGS INC 8-K

What Happened

• American Rebel Holdings, Inc. (AREB) filed an 8‑K (June 2026) reporting multiple financing transactions entered in June 2026: a Quick Capital, LLC note dated June 9, 2026 and an 1800 Diagonal Lending, LLC note dated June 12, 2026, plus exchanges with Streeterville that converted preferred stock and portions of an earlier secured note into common stock. The company received net proceeds of $132,000 from Quick Capital and $100,000 from 1800 Diagonal (total net cash ≈ $232,000). Separately, the company issued common shares to extinguish portions of existing obligations (1800 conversions and Streeterville exchanges) in mid‑June 2026.

Key Details

• Quick Capital note (June 9, 2026): gross principal $155,294.12; original issue discount $23,294.12 and $7,000 legal fee; net proceeds $132,000. Fifteen monthly payments of $12,294.12 (Jul 9, 2026–Sep 9, 2027). One‑time interest charge $29,117.65 (18.75%). Default penalty: immediately due and payable at 150% of outstanding principal + accrued interest + conversion amounts. Prepayment option within first 6 months at 95% of principal redeemed. Conversion on default into common stock at a price equal to 75% of the lowest traded price over the prior 5 trading days; conversion capped at <4.99% of outstanding common stock. Company agreed to reserve 4× the shares issuable on conversion (10,955,493 shares reserved as of issuance).
• 1800 Diagonal note (June 12, 2026): principal $124,200; OID $16,200 and $8,000 fees; net proceeds $100,000. Repayment in 10 scheduled payments (first large payment $73,743.52 on Dec 15, 2026, then nine monthly payments ≈ $8,193.72 Jan–Sep 2027). Total payback ≈ $147,487. Default penalty: 150% of outstanding principal + accrued interest + default interest (22% p.a.) and possible conversion on default into restricted shares at a 25% discount; conversion capped at <4.99%. Company agreed to reserve 4× potential conversion shares.
• Debt‑for‑equity and conversions (unregistered issuances): 1800 converted portions of a prior Dec 15, 2025 promissory note into 355,050 shares (June 15, 2026) and 976,389 shares (June 16, 2026) at $0.0563 per share. Streeterville received 1,129,031 common shares (issued June 17, 2026) under Series E Preferred exchange(s). Also, Streeterville exchanges partitioned $159,000 of a June 26, 2025 secured note into new notes that were exchanged for 1,340,640 common shares, reducing the outstanding balance of the original secured note.

Why It Matters

• The company raised short‑term working capital via two relatively high‑cost loans (net cash ≈ $232k) with heavy fees, high implicit interest charges and steep default penalties (up to 150% of amounts owed and high default interest). These loans create near‑term cash repayment obligations through late 2027 that will affect cash flow planning.
• Several transactions converted debt and preferred shares into common stock, which reduces some indebtedness but increases share count and potential dilution. Conversion mechanisms and caps (generally <4.99%) and the company’s reservation of multiple times the conversion shares are important details for shareholders monitoring dilution risk.
• Retail investors should note timing (June 9–17, 2026), the amounts involved, and the repayment/conversion terms when evaluating AREB’s short‑term financing position and potential equity dilution.