false
0001584693
0001584693
2026-09-18
2026-09-18
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities and Exchange Act of 1934
Date
of Report (Date of earliest event reported): September 18, 2026
SafeSpace
Global Corporation
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-36564 |
|
85-1173741 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 311
S. Weisgarber Road, Knoxville TN |
|
37919 |
| (Address of principal executive
offices) |
|
(Zip Code) |
(865)
719-8160
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common Stock |
|
SSGC |
|
OTC Bulletin Board |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
1.01 Entry into a Material Definitive Agreement.
Equity
Line of Credit Financing
On
September 18, 2026, SafeSpace Global Corporation, a Nevada corporation (the “Company”) entered into an equity purchase agreement
(the “ELOC Purchase Agreement”) and a registration rights agreement (the “ELOC Registration Rights Agreement”)
with Crom Structured Opportunities Fund I, LP (“Crom”). Pursuant to the ELOC Purchase Agreement, the Company has the right,
but not the obligation, to issue and sell to Crom, on a pro rata basis, up to an aggregate of $10,000,000 worth of newly issued shares
of common stock, par value $0.001 per share, of the Company (the “Common Stock”), from time to time during the term of the
ELOC Purchase Agreement, subject to certain conditions and limitations (the “ELOC Financing”). Sales of shares of common Stock pursuant to the ELOC Purchase Agreement, and the timing
of any sales, are solely at the option of the Company and the Company is under no obligation to sell securities pursuant to this arrangement.
Common Stock may be sold by the Company pursuant to this arrangement over a period of up to 36 months after the closing date. The ELOC
Financing closed on September 21, 2026.
Subject to the satisfaction of the conditions
set forth in the ELOC Purchase Agreement, including the effectiveness of the registration statement covering the resale of the shares
issuable thereunder, the Company may, from time to time during the Commitment Period (as defined in the ELOC Purchase Agreement) and
in its discretion, deliver an advance notice directing Crom to purchase shares of the Company’s Common Stock (each, an “Advance”).
Following an Advance, the Company generally may not deliver another advance notice until five trading days after the clearing date for
the prior Advance, subject to certain exceptions set forth in the ELOC Purchase Agreement.
The
Company will control the timing and amount of any sales of Common Stock to Crom. Actual sales of Common Stock to Crom under the ELOC
Purchase Agreement will depend on a variety of factors to be determined by the Company from time to time, including, among other things,
market conditions, the trading price of the Common Stock, trading volume of the Common Stock and determinations by the Company as to
the appropriate sources of funding for the Company and its operations. The net proceeds from sales, if any, under the ELOC Purchase Agreement
will depend on the frequency and prices at which the Company sells Common Stock to Crom.
Under
the ELOC Purchase Agreement, in all instances, the Company may not sell Common Stock to Crom under the ELOC Purchase Agreement if it
would result in the ELOC Investor, individually, beneficially owning more than 4.99% of the outstanding Common Stock.
Pursuant
to the terms of the ELOC Registration Rights Agreement, we have agreed to file with the SEC a registration statement on Form S-1 to register
for resale under the Securities Act of 1933, as amended (the “Securities Act”) the Ordinary Shares that may be issued to
the ELOC Investor under its ELOC Purchase Agreement within thirty (30) business days following the date of the ELOC Registration Rights
Agreement. Pursuant to the ELOC Registration Rights Agreement, the Company is required to have such registration statement declared effective
by the SEC within the time period set forth in the ELOC Registration Rights Agreement.
The
ELOC Purchase Agreement and the ELOC Registration Rights Agreement contain customary representations, warranties, conditions and indemnification
obligations of the parties. The representations, warranties and covenants contained in such agreements were made only for purposes of
such agreements and as of specific dates, were solely for the benefit of the parties to such agreements and may be subject to limitations
agreed upon by the contracting parties. Crom has agreed not to execute any short sales (as defined in Rule 200 of Regulation SHO under
the Exchange Act (excluding transactions properly marked “short exempt”). of the Company’s common stock during the
term of the ELOC Purchase Agreement.
The
Company has the right to terminate the ELOC Purchase Agreement at any time after Commencement, at no cost or penalty, upon five trading
days’ prior written notice to Crom. Neither the Company nor the ELOC Investors may assign or transfer its rights and obligations
under the ELOC Purchase Agreement or the ELOC Registration Rights Agreement.
Senior
Convertible Note Financing
On
September 18, 2026, the Company also entered into a securities purchase agreement (the “Securities Purchase Agreement”) with
Crom, pursuant to which the Company sold, and the Crom purchased, a senior secured promissory note issued by the Company (the “Note,”
and such financing, the “Convertible Note Financing”) in the original principal amount of up to $1,100,000.00 (the “Principal
Amount”), which is convertible into shares of Common Stock. The Convertible Note Financing closed on September 21, 2026.
The
aggregate gross proceeds to the Company from the Convertible Note Financing shall be up to $1,000,000, to be funded in two tranches:
(i) an initial tranche of $500,000 (“First Tranche”), and (ii) a second tranche of up to $500,000, which shall be funded
upon the Company’s satisfaction of certain criteria to be mutually agreed upon by the Company and the investor (the “Second
Tranche” together with the First Tranche, the “Tranches”). The Note was issued with an original issue discount of up
to $100,000 and an interest rate of 10.0%. The maturity date for each respective Tranche under the Note shall be twelve (12) months from
the date that the portion of the Purchase Price with respect to such Tranche was funded by Crom to the Company (each a “Funding
Date”) in accordance with the written instructions of the Crom (each a “Maturity Date”)
Crom
shall have the right, on any calendar day, (i) at any time on or following the Funding Date of the respective Tranche, to convert up
to an aggregate of $151,250.00 of the then outstanding and unpaid Principal Amount and interest (including any default interest) of such
Tranche and (ii) at any time on or following the date that is six (6) calendar months after the Funding Date of the respective Tranche,
to convert the then outstanding and unpaid Principal Amount and interest (including any default interest) of such Tranche, in each case
into fully paid and non-assessable shares of Common Stock, as such Common Stock. Upon the occurrence of an Event of Default, Crom may
require the Company to redeem all or any portion of the Note at a 125% premium. Upon an Event of Default, the Note shall bear interest
at a rate of 15.0% per annum or the maximum amount permitted by law, whichever is lower.
Further
to the Securities Purchase Agreement, the Company, its subsidiaries an Crom, entered into a security agreement dated September 18, 2026
(“Security Agreement”). Pursuant to the Security Agreement. the Company and its Subsidiaries granted to Crom a security interest
in and to, a lien upon and a right of set-off against all of their respective right, title and interest of whatsoever kind and nature
in and to, the Collateral (As defined in the Security Agreement).
The
foregoing description of the ELOC Purchase Agreement, ELOC Registration Rights Agreement, the Note, the Securities Purchase Agreement,
and the Security Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the ELOC
Purchase Agreement, ELOC Registration Rights Agreement, the Note, the Securities Purchase Agreement, and the Security Agreement, copies
of which are filed as Exhibits 10.1, 10.2, 4.1, 10.3 and 10.4, respectively, and 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 provided under Item 1.01 in this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item
3.02 Unregistered Sales of Equity Securities.
The
information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The Notes were issued without
registration under the Securities Act of 1933, as amended (the “Securities Act”), based on the exemption from registration
afforded by Section 4(a)(2) of the Securities Act.
Item
9.01 Financial
Statements and Exhibits.
The
following exhibits are being filed herewith:
| Exhibit
No. |
|
Description |
| 4.1 |
|
Form of Note dated September 18, 2026 |
| 10.1 |
|
Form of ELOC Purchase Agreement dated September 18, 2026 |
| 10.2 |
|
Form of ELOC Registration Rights Agreement dated September 18, 2026 |
| 10.3 |
|
Form of Securities Purchase Agreement dated September 18, 2026 |
| 10.4 |
|
Form of Security Agreement dated September 18, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document |
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.
Date:
September 24, 2026
| SafeSpace Global Corporation |
|
| |
|
|
| By: |
/s/
Scott M. Boruff |
|
| Name: |
Scott M. Boruff |
|
| Title: |
Chief Executive Officer and Chairman of the Board |
|
Exhibit
99.1
SafeSpace
Global Secures Up to $11 Million in Financing Capacity to Support Next Phase of Growth
Sep
22, 2026
Multi-year
financing framework expands access to growth capital and provides increased financial flexibility as SafeSpace Global
KNOXVILLE,
Tenn., Sept. 22, 2026 (GLOBE NEWSWIRE) — SafeSpace Global Corporation (OTCID: SSGC) (“SafeSpace Global” or the
“Company”), an applied multimodal AI-powered physical safety and security technology company, today announced that it has
entered into financing agreements providing the Company with access to up to approximately $11 million in potential capital, subject
to the terms and conditions of the respective agreements.
The
financing package consists of an equity purchase agreement providing up to $10 million of equity financing capacity over a commitment
period of up to 36 months, and a senior secured promissory note for $500,000 with an additional $500,000 in funding upon the Company
fulfilling certain obligations.
The
Company believes the financing structure expands its access to growth capital and provides additional financial flexibility as SafeSpace
Global continues executing its core vertical broadening and multi-channel revenue growth strategy.
Scott
M. Boruff, Founder and Chief Executive Officer of SafeSpace Global, commented:
“We
believe this financing represents an important step in strengthening SafeSpace Global’s capital position as we enter what we believe
will be a transformational period for the Company. Rather than relying on a single capital raise, we now have a financing framework designed
to provide access to capital over an extended period as we execute our growth strategy.
“We
believe having access to up to $10 million through the equity facility, together with the additional note financing, gives us greater
flexibility to invest behind our technology, commercialization efforts and strategic opportunities while continuing to build the infrastructure
required to scale SafeSpace Global.
“Our
objective is straightforward: build a durable company with the technology, capital resources and commercial relationships necessary to
pursue the significant opportunities we see across physical safety, security and the overall threat intelligence space.”
What
SafeSpace Global Does
SafeSpace
Global provides AI-powered physical-security technology designed to help make everyday environments safer. Its visual AI integrates with
a facility’s existing camera infrastructure to identify potential weapons and other designated threats, present alerts for rapid
human verification and transmit verified incidents to integrated response platforms.
SafeSpace
Global serves multiple sectors, including K-12 education, senior living, addiction-treatment facilities, correctional facilities and
faith-based organizations. Its solutions focus on proactive threat identification and providing organizations with actionable information
before an incident escalates.
About
SafeSpace Global Corporation
SafeSpace
Global Corporation (OTCID: SSGC) is a publicly traded technology company providing proprietary, applied multimodal, AI-powered physical
safety solutions in its mission to help save lives. Headquartered in Knoxville, Tennessee, the Company has its Tennessee AI Center of
Excellence and regional office in Nashville, Tennessee. Learn more at www.SafeSpaceGlobal.ai.
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain
statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and
uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes
may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking
statements by words or phrases such as “approximates,” “assesses,” “believes,” “hopes,”
“expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,”
“will,” “would,” “should,” “could,” “may” or similar expressions. The Company
undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances,
or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these
forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions
investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that
may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.
Investor
Relations:
Michael
Hrynuik
SafeSpace
Global Corporation
michael.hrynuik@safespaceglobal.ai
917-885-1174
Media
Contact:
Nicole
Beal
SafeSpace
Global Corporation
marketing@safespaceglobal.ai
