Under the terms of the Agreement, the Company has the right, but not the obligation, to issue "Put Notices" to the Investor, requesting the purchase of shares of common stock. Each drawdown will be subject to specified minimum and maximum amounts based on trading volume and contractual limits. The purchase price per share will be approximately 93% of the applicable market price, as defined in the Agreement. The Agreement has a term of up to 24 months, unless terminated earlier or the full commitment amount is utilized.
The Company has also issued initial commitment shares to the Investor as consideration for entering into the Agreement and may be required to issue additional shares under certain conditions. Notably, the Investor's beneficial ownership is capped at 4.99% of the Company's outstanding common stock, ensuring that the dilution impact on existing shareholders is limited.
This financing arrangement is expected to enhance the Company's capital flexibility, allowing it to pursue growth opportunities while maintaining a solid financial position. The Company intends to utilize the facility selectively, based on market conditions and its capital requirements. Furthermore, the Company has agreed to file a registration statement covering the resale of shares by the Investor within sixty days following the execution of the Agreement, ensuring compliance with regulatory requirements.
Overall, this Agreement represents a positive step for Global Interactive Technologies, Inc., providing it with a significant capital infusion while managing dilution risks for existing shareholders. The strategic use of this facility could position the Company for future growth and operational success.