Abundia Global Impact (AGIG) gets $10M from largest holder—how it reshapes debt
Rhea-AI Filing Summary
Abundia Global Impact Group, Inc. entered into a securities purchase agreement with its largest shareholder, Bower Family Holdings, LLC, establishing a secured promissory note and credit facility of up to $10,000,000 with a two-year term and 10% annual interest.
The company will make an initial draw of $6,500,000, using $4,193,129.03 to repay and eliminate its existing Senior Secured Convertible Promissory Note that was otherwise due in June 2027, with the remainder available for working capital and potential stock buybacks pending Board authorization. The new Note is secured by specified real property and related assets and carries an additional 3% annual interest on accrued, unpaid, or overdue amounts.
Management describes the facility as improving Abundia’s capital structure, removing potential dilution from convertible debt, and providing capital access in tranches to align interest expense with capital use as the company advances its waste-to-value commercialization strategy.
Positive
- New $10,000,000 secured credit facility from largest shareholder increases liquidity and capital access.
- Repayment of $4,193,129.03 Senior Secured Convertible Promissory Note removes potential equity dilution.
- Two-year facility at 10% interest with tranche-based drawdowns supports flexible capital allocation and interest-cost management.
Negative
- Creation of a new $10,000,000 secured debt obligation at 10% interest increases leverage and fixed charges.
- Facility is secured by property and related assets, adding collateral encumbrances to the company’s capital structure.
Filing Explained
The August 17 filing records an issued secured note of
8-K Event Classification
Key Figures
Key Terms
secured promissory note financial
Senior Secured Convertible Promissory Note financial
credit facility financial
working capital financial
capital structure financial
forward-looking statements regulatory
FAQ
What financing did Abundia Global Impact Group (AGIG) announce on August 15, 2026?
How will AGIG use the proceeds from the new $10 million facility?
What happens to Abundia Global Impact Group’s existing convertible note under this transaction?
What are the key terms of AGIG’s new credit facility with Bower Family Holdings?
Who is providing the new financing to Abundia Global Impact Group (AGIG)?
AI-generated analysis. How Rhea-AI works. Not financial advice.
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement
On August 15, 2026, Abundia Global Impact Group, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with Bower Family Holdings, LLC (“BFH”). Pursuant to the Purchase Agreement, the Company issued BFH a secured promissory note in the original principal amount of $6,500,000, with additional tranches up to $10,000,000 in the aggregate (including the initial note), as agreed upon by the parties for not less than $500,000 each, for a period of two years, with an interest rate of 10% (the “Note”). Pursuant to the Note, any accrued and/or unpaid interest and all overdue amounts will be subject to a 3% interest rate per year. The Note is due twenty-four (24) months from its issue date.
The Company will use the net proceeds for general working capital and corporate purposes, and the repayment of $4,193,129.03 of indebtedness outstanding under that certain senior secured convertible promissory note, dated April 1, 2026, issued by the Company pursuant to the membership interest purchase agreement by and between the Company and Abundia Financial, LLC.
The Purchase Agreement contains customary representations, warranties and agreements of the Company and the Purchasers and customary indemnification rights and obligations of the parties.
The Note is secured, and in connection therewith, the parties entered into a security agreement dated August 15, 2026 (the “Security Agreement”). The Note is secured by the certain property together with all buildings, structures, improvements, fixtures, easements, rights-of-way, hereditaments, appurtenances, tenements, privileges and interests now or hereafter located thereon or relating thereto, and all substitutions, replacements, additions, accessions, proceeds and products thereof (as described in the Security Agreement).
The foregoing summaries of the Note, the Purchase Agreement, and the Security Agreement do not purport to be complete and are subject to, and qualified in their entirety by, such documents attached as Exhibits 4.1, 10.1 and 10.2, respectively, to this Current Report on Form 8-K (the “Form 8-K”), which are incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information under Item 1.01 of this Form 8-K related to the Note is incorporated herein by reference.
Item 8.01. Other Events
On August 17, 2026, the Company issued a press release (the “Press Release”) announcing the transaction. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 4.1* | Note, dated as of August 15, 2026 | |
| 10.1* | Securities Purchase Agreement, dated as of August 15, 2026, by and between the Company and Bower Family Holdings, LLC. | |
| 10.2* | Security Agreement, dated as of August 15, 2026, by and between the Company and Bower Family Holdings, LLC. | |
| 99.1 | Press Release, dated August 17, 2026. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
* Schedules or exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.
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.
| ABUNDIA GLOBAL IMPACT GROUP, INC. | ||
| Dated: August 17, 2026 | ||
| By: | /s/ Edward Gillespie | |
| Name: | Edward Gillespie | |
Exhibit 99.1
Abundia Global Impact Group Secures $10M Credit Facility from Largest Shareholder, Strengthening Capital Structure
Facility simplifies capital structure with repayment of outstanding convertible note and provides capital access for strategic growth and business /corporate investments
HOUSTON,
TX – August 17, 2026 – Abundia Global Impact Group, Inc. (NYSE American: AGIG) (“Abundia” or the “Company”),
a low-carbon energy solutions company focused on converting biomass and plastics waste into high-value low-carbon fuels, today announces
it has secured a new $10 million Credit Facility (the “Facility”) from its, direct and indirect, largest shareholder, Bower
Family Holdings, LLC (“BFH”). The Facility provides Abundia with additional balance sheet flexibility to improve its capital
structure and
The Company will use a portion of the Facility to repay and eliminate the remaining outstanding balance of the Senior Secured Convertible Promissory Note (the “Convertible Note”), originally due in full to Abundia Financial upon maturity in June 2027. The Company will allocate the remainder of the Facility as needed for working capital and towards an anticipated stock buyback program, pending Board authorization. This proactive step in capital management eliminates the potential for shareholder dilution associated with the Convertible Note, while reshaping Abundia’s capital structure and extending its financial flexibility as the Company continues to advance its waste-to-value commercialization strategy.
“We appreciate the ongoing commitment from the Bower Family to grow and develop Abundia and the continued support of the long-term growth prospects of our commercialization strategy,” said Ed Gillespie, Abundia Chief Executive Officer. “This Facility is a deliberate action that fortifies our balance sheet and protects shareholder value, as we prudently manage our long-term financial approach. By proactively mitigating the dilutive characteristics of convertible debt, we have reshaped and improved our capital structure. In parallel, this new Facility permits capital access in tranches for disciplined management of our cost of capital, while also providing the Company with liquidity that allows us to continue to make steady advancements in our commercialization strategy. Importantly, this additional financial flexibility and continued alignment from our largest shareholder, not only provides value for all shareholders, but underscores their belief in the long-term value of our dual growth strategy.”
The new Facility has a two-year term and an annual interest of 10%. Abundia will make an initial $6,500,000 drawdown and may draw upon the Facility in tranches based on its capital allocation priorities, which also provides the Company with capital management control of interest expense in correlation with its anticipated utilization of capital. The Facility is effective immediately, and upon repayment of the Convertible Note, the Company will have no remaining obligations due under that Convertible Note.
About Abundia Global Impact Group, Inc.
Abundia Global Impact Group, Inc. (NYSE American: AGIG), is a low-carbon energy company focused on converting waste into value. Headquartered in Houston, Texas, Abundia is developing commercial-scale facilities that transform waste plastics and biomass into drop-in fuels and low-carbon chemical feedstocks. The flagship project at Cedar Port positions Abundia at the center of the Gulf Coast’s energy and chemical infrastructure, with access to feedstock supply chains, upgrading partners, and end markets.
For more information, please visit www.abundiaimpact.com.
Forward-Looking Statements
This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking information generally is accompanied by words such as “believe,” “may,” “will,” “could,” “intend,” “expect,” “plan,” “predict,” “potential” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Forward-looking information is based on management’s current expectations and beliefs and is subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Actual results may differ materially from those indicated by these forward-looking statements as a result of a variety of factors, including, but not limited to: (i) the inherent uncertainties associated with the commercialization strategy and ongoing operations, the Company’s ability to repay its outstanding debts, the Company’s current liquidity positions, the Company’s ability to maintain the listing of its common stock on NYSE American, the Company’s ability to predict its rate of growth, and (ii) other risks as set forth from time to time in the Company’s filings with the SEC.
Readers are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are beyond the control of the Company.
With respect to the forward-looking information contained in this news release, the Company has made numerous assumptions. While the Company considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies. Additionally, there are known and unknown risk factors which could cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. A complete discussion of the risks and uncertainties facing the Company’s business is disclosed in our Annual Report on Form 10-K and other filings with the SEC on www.sec.gov.
All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.
Investors:
CORE IR
IR@abundiaglobalimpactgroup.com