American Rebel Holdings Inc.

06/11/2025 | Press release | Distributed by Public on 06/11/2025 04:01

Material Agreement, Financial Obligation, Private Placement (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

Bank of America Forbearance Agreement

Champion Safe Company, Inc. (the "Borrower"), a wholly-owned subsidiary of American Rebel Holdings, Inc. (the "Company") continues to pursue a refinancing of its debt with Bank of America. As part of this ongoing process, on May 30, 2025, the Borrower entered into a Forbearance Agreement (the "Forbearance Agreement") by and among the Borrower, the guarantors identified therein (collectively, the "Guarantors"), and Bank of America, N.A. (the "Bank") under the line of credit, dated as of February 10, 2023, by and among the Borrower, the Guarantors, and the Bank (the "Credit Agreement").

Subject to the terms of the Forbearance Agreement, the Bank has agreed to forbear, during the Forbearance Period (as defined below), from exercising certain of their available remedies under the Credit Agreement with respect to or arising out of the Borrower's failure to make payment on the outstanding principal amount of the Term Loan on the Expiration Date, as amended (as defined in the Credit Agreement) (the "Identified Default").

As a result of the uncured Identified Default, the Bank filed a complaint against Borrower and Guarantors on March 21, 2025 in the Fourth Judicial District Court, in and for Utah County, Utah (Case No. 250401345) seeking no less than $1,906,742.88, plus outstanding and accruing attorneys' fees, all pre and post- judgment interest, equitable relief in favor of Bank, and any other relief that the Court deemed just and proper (collectively, the "Litigation").

Subject to the terms of the Forbearance Agreement, the Bank will abstain from pursuing its claims against Borrower and Guarantors in the Litigation through the Forbearance Period (defined below), provided that neither Borrower nor Guarantors breach any terms of the Forbearance Agreement. Further, the Borrower and Guarantors executed a Confession of Judgment and Verified Statement in connection with the Forbearance Agreement.

Bank agrees to forbear from exercising its rights and remedies under the Credit Agreement through the close of business on June 30, 2025 (the "Forbearance Period") on the following terms and conditions:

On the sooner to occur of (i) June 30, 2025 or (ii) the termination of the Forbearance Period in accordance with the Termination of Forbearance Period Section of the Forbearance Agreement, all remaining unpaid principal, accrued interest, fees, attorneys' fees, and expenses and other amounts owing under the Credit Agreement shall be due and payable in full;
The Borrower made a principal payment in the amount of $100,000.00 on the execution of the Forbearance Agreement; and
Should Borrower fail to pay to the Bank all remaining unpaid principal, accrued interest, fees, attorneys' fees, and expenses and other amounts owing under the Credit Agreement and the Forbearance Agreement by close of business on June 30, 2025, Borrower may, upon an additional payment of $100,000.00 to Bank by close of business on July 1, 2025, extend the Forbearance Period for an additional 30 days through and including July 31, 2025.

The foregoing description of the Forbearance Agreement does not purport to be complete and is subject to, and qualified, in its entirety by, the full text of the Forbearance Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 2.03 Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 3.02 Sale of Unregistered Securities.

On May 30, 2025, a lender, pursuant to an OID Note dated November 11, 2024, converted $131,910 of the OID Note into 100,000 shares of the Company's common stock. Further, on June 3, 3025, the lender converted the remaining $214,487.26 balance of the OID Note, including interest, into 184,934 shares of the Company's common stock.

All of the above-described issuances (if any) were exempt from registration pursuant to Section 4(a)(2) and/or Regulation D of the Securities Act as transactions not involving a public offering. With respect to each transaction listed above, no general solicitation was made by either the Company or any person acting on its behalf. All such securities issued pursuant to such exemptions are restricted securities as defined in Rule 144(a)(3) promulgated under the Securities Act, appropriate legends have been placed on the documents evidencing the securities, and may not be offered or sold absent registration or pursuant to an exemption therefrom.

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