AMERICAN REBEL HOLDINGS INC 8-K

What Happened

• AMERICAN REBEL HOLDINGS, INC. (AREB) filed an 8‑K reporting two transaction sets. On June 23, 2026 the company entered a Securities Purchase Agreement with 1800 Diagonal Lending, LLC for a promissory note with a principal amount of $152,950. After an original issue discount of $19,950 and fees of $8,000, the company received net proceeds of $125,000. Repayment is scheduled in 15 payments between July 30, 2026 and September 30, 2027 totaling $181,628.
• Separately, on June 18, 22 and 25, 2026 the company completed Exchange Agreements with Streeterville Capital, LLC that partitioned $78,000, $115,000 and $190,000 from a June 26, 2025 secured promissory note and converted those Partitioned Notes into common stock. The conversions resulted in issuance of 546,601; 745,784; and 762,745 shares (total 2,055,130 shares).

Key Details

• 1800 Diagonal loan: principal $152,950; original issue discount $19,950; fees $8,000; net proceeds $125,000; total scheduled repayments $181,628.
• Default terms on the 1800 Note accelerate payment and require payment equal to 150% of (outstanding principal + accrued interest + default interest), with default interest at 22% per year. Conversion into restricted shares is available only upon default at a 25% discount, capped at <4.99% of outstanding common stock.
• Streeterville exchanges: Partitioned Notes of $78k, $115k and $190k were exchanged for 546,601; 745,784; and 762,745 shares respectively (total $383,000 converted to 2,055,130 shares). One issuance (546,601 shares) was made on June 18, 2026 as an unregistered sale.

Why It Matters

• The 1800 Diagonal transaction provides immediate cash (net $125k) but increases short‑term repayment obligations and includes steep default penalties (150% multiplier and 22% default interest) and potential equity conversion on default, which could be material if cash flow is constrained.
• The Streeterville exchanges reduce outstanding note principal by $383,000 through equity issuance (2,055,130 shares), lowering debt but diluting existing shareholders. The filing also reports these share issuances were unregistered.
• Overall, these moves show the company is combining new short‑term borrowing with debt‑for‑equity conversions to manage its obligations; investors should note increased near‑term cash outflows, potential dilution, and the heavy default remedies tied to the new 1800 Diagonal note.