American Rebel Holdings Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
On December 4, 2025, the Company, and two of its subsidiaries (American Rebel, Inc. and Champion Safe Company, Inc.) entered into a commercially reasonable working capital line for Champion Safe Company, Inc. to be used primarily for inventory purchases in the form of a subordinated business loan and security agreement (“Loan”) with Agile Lending, LLC and Agile Capital Funding, LLC as collateral agent, which provides for a term loan in the amount of $787,500, which principal and interest is due on June 25, 2026. Commencing December 18, 2025, the Company is required to make weekly payments of $40,500 until the due date, for a full repayment of $1,134,000. The loan may be prepaid subject to a prepayment fee. An administrative agent fee of $37,500 was paid on the loan. A default interest rate of an additional 5% will become effective upon the occurrence of an event of default. Funds were received by the Company on December 11, 2025.
In connection with the Loan, Agile was issued a subordinated secured promissory note, dated December 4, 2025, in the principal amount of $787,500 (the “Note”), which Note is secured by a second lien against all of the Borrower’s assets, including receivables, subject to certain outstanding liens and agreements. Further, the Note, at any time on or after June 4, 2026, is convertible into shares of the Company’s common stock at $1.02 per share (the closing price of the Company’s common stock on December 3, 2025). As part of the Note and Loan, the Company reserved 2,893,010 shares of common stock for issuance upon conversion of the Loan.
The Company is party to a Note Purchase Agreement dated June 26, 2025 with Streeterville Capital, LLC (the “Streeterville Purchase Agreement”), pursuant to which the Company issued a secured promissory note to Streeterville on that date (the “Streeterville Note”). These agreements contain certain negative covenants, including restrictions on incurring additional indebtedness or other financing transactions (the “Restricted Issuances” provisions) without Streeterville’s prior consent, subject to limited exceptions. One such exception, as set forth in Section 4 of the Streeterville Purchase Agreement, permits the Company to obtain a “commercially reasonable working capital line for Champion Safe Co. to be used primarily for inventory purchases up to $1,000,000.00.” The Company has determined the Loan with Agile Lending, LLC (as described above) falls within this permitted exception. Accordingly, the Company’s entry into the Agile Lending Loan is in compliance with the negative covenants (including the Restricted Issuance provisions) of the Streeterville Purchase Agreement and Streeterville Note, and no further consent or waiver is required from Streeterville in connection with this financing.
The foregoing description of the Loan is not a complete description of all of the parties’ rights and obligations under the Loan, and is qualified in its entirety by reference to the Loan, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| 10.1 | Agile Capital Funding Subordinated Business Loan and Security Agreement dated December 4, 2025 | |
| 104 | Cover Page Interactive Data File |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMERICAN REBEL HOLDINGS, INC. | ||
| Date: December 12, 2025 | By: | /s/ Charles A. Ross, Jr. |
| Charles A. Ross, Jr. | ||
| Chief Executive Officer | ||
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