8-KAccepted Sep 24, 5:00 PM ET
SafeSpace Global Corp Enters $10M Equity Line and $1.1M Convertible Note
Accepted (ET)
5:00 PM
Sep 24, 2026
Filed
Sep 24, 2026
Documents
17
Size
1.5 MB
Summary
SafeSpace Global Corp Enters $10M Equity Line and $1.1M Convertible Note
What Happened
- SafeSpace Global Corporation (SSGC) announced on Sept. 24, 2026 that on Sept. 18, 2026 it entered into an equity purchase agreement and registration rights agreement with Crom Structured Opportunities Fund I, LP, and a separate securities purchase agreement for a senior secured convertible note; both financings closed on Sept. 21, 2026.
- The equity line (ELOC Financing) gives SSGC the right, but not the obligation, to sell up to $10,000,000 of newly issued common stock to Crom over a period of up to 36 months, subject to conditions (including SEC effectiveness of a resale registration statement). The company controls timing and amount of any draws. Crom agreed not to short the Company’s common stock during the agreement.
- The convertible note financing (Securities Purchase Agreement/Note) provides a senior secured note with up to $1,100,000 principal (convertible), with aggregate gross proceeds to SSGC of up to $1,000,000 to be funded in two tranches ($500,000 initial, up to $500,000 second tranche upon agreed criteria). The Note bears 10% interest, includes an original issue discount of up to $100,000, and each tranche matures 12 months after its funding date.
Key Details
- Equity line: up to $10,000,000 of common stock available over 36 months; Company-controlled draws; ELOC investor ownership limited to 4.99% beneficial ownership.
- Registration: Company must file a Form S-1 to register resale of shares within 30 business days and obtain SEC effectiveness within the agreed timeframe.
- Convertible note: up to $1,100,000 principal; expected gross proceeds up to $1,000,000 in two tranches ($500k funded initially); 10% interest; up to $100,000 original issue discount; 12‑month maturity per tranche.
- Conversion & default: Crom may convert portions of principal and interest (including an early conversion feature and broader conversion after six months); on Event of Default Crom can require redemption at a 125% premium and the interest rate increases to 15% (or maximum legal rate). The financings are secured by a security agreement granting Crom a lien on specified collateral.
Why It Matters
- Liquidity and runway: These agreements provide SSGC with potential immediate and future capital access (up to $1M now; up to $10M equity capacity), which can be used for operations or growth without an immediate public offering.
- Dilution risk: If shares are sold under the equity line or if the convertible note is converted, existing shareholders may face dilution. The 4.99% ownership cap limits Crom’s single‑investor stake but does not prevent overall dilution from multiple draws/conversions.
- Investor protections and constraints: The registration requirement aims to make issued shares resalable, which can affect market supply; Crom’s security interest and default remedies (125% redemption premium, higher default interest) create creditor protections that could impact the company if performance issues arise.
- Company control: The company controls whether and when to draw from the equity line, so actual dilution and proceeds depend on SSGC’s future funding decisions and market conditions.