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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/11/23 Cemtrex Inc. 10-Q 3/31/23 81:6.5M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.22M
2: EX-10.1 Material Contract HTML 67K
3: EX-10.2 Material Contract HTML 93K
4: EX-10.3 Material Contract HTML 33K
5: EX-21.1 Subsidiaries List HTML 22K
6: EX-31.1 Certification -- §302 - SOA'02 HTML 27K
7: EX-31.2 Certification -- §302 - SOA'02 HTML 28K
8: EX-32.1 Certification -- §906 - SOA'02 HTML 23K
9: EX-32.2 Certification -- §906 - SOA'02 HTML 23K
15: R1 Cover HTML 75K
16: R2 Condensed Consolidated Balance Sheets HTML 178K
17: R3 Condensed Consolidated Balance Sheets HTML 50K
(Parenthetical)
18: R4 Condensed Consolidated Statements of Operations HTML 129K
(Unaudited)
19: R5 Condensed Consolidated Statements Comprehensive HTML 49K
Loss (Unaudited)
20: R6 Condensed Consolidated Statement of Stockholders' HTML 102K
Equity (Unaudited)
21: R7 Condensed Consolidated Statements of Cash Flow HTML 161K
(Unaudited)
22: R8 Organization and Plan of Operations HTML 60K
23: R9 Interim Statement Presentation HTML 36K
24: R10 Discontinued Operations HTML 74K
25: R11 Loss Per Common Share HTML 30K
26: R12 Segment Information HTML 78K
27: R13 Restricted Cash HTML 25K
28: R14 Fair Value Measurements HTML 47K
29: R15 Trade Receivables, Net HTML 29K
30: R16 Inventory, Net HTML 30K
31: R17 Prepaid and Other Current Assets HTML 26K
32: R18 Property and Equipment HTML 34K
33: R19 Other Assets HTML 27K
34: R20 Related Party Transactions HTML 42K
35: R21 Leases HTML 41K
36: R22 Lines of Credit and Long-Term Liabilities HTML 84K
37: R23 Shareholders? Equity HTML 44K
38: R24 Share-Based Compensation HTML 29K
39: R25 Commitments and Contingencies HTML 36K
40: R26 Subsequent Events HTML 30K
41: R27 Interim Statement Presentation (Policies) HTML 37K
42: R28 Discontinued Operations (Tables) HTML 74K
43: R29 Loss Per Common Share (Tables) HTML 28K
44: R30 Segment Information (Tables) HTML 74K
45: R31 Fair Value Measurements (Tables) HTML 41K
46: R32 Trade Receivables, Net (Tables) HTML 27K
47: R33 Inventory, Net (Tables) HTML 29K
48: R34 Property and Equipment (Tables) HTML 31K
49: R35 Leases (Tables) HTML 38K
50: R36 Lines of Credit and Long-Term Liabilities (Tables) HTML 73K
51: R37 Organization and Plan of Operations (Details HTML 77K
Narrative)
52: R38 Summary of Loss on Sale (Details) HTML 78K
53: R39 Schedule of Assets and Liabilities Included Within HTML 101K
Discontinued Operations (Details)
54: R40 Discontinued Operations (Details Narrative) HTML 39K
55: R41 Schedule of Computation of Diluted Net Loss Per HTML 26K
Common Share as Anti-Dilutive Effect (Details)
56: R42 Schedule of Segment Information (Details) HTML 91K
57: R43 Restricted Cash (Details Narrative) HTML 23K
58: R44 Schedule of Fair Value of Assets (Details) HTML 37K
59: R45 Schedule of Trade Receivables, Net (Details) HTML 30K
60: R46 Schedule of Inventory, Net (Details) HTML 34K
61: R47 Prepaid and Other Current Assets (Details HTML 31K
Narrative)
62: R48 Summary of Property and Equipment (Details) HTML 41K
63: R49 Property and Equipment (Details Narrative) HTML 25K
64: R50 Other Assets (Details Narrative) HTML 53K
65: R51 Related Party Transactions (Details Narrative) HTML 72K
66: R52 Schedule of Reconciliation of Undiscounted Cash HTML 37K
Flows to Operating Lease Liabilities (Details)
67: R53 Schedule of Lease Costs (Details) HTML 28K
68: R54 Leases (Details Narrative) HTML 29K
69: R55 Schedule of Lines of Credit and Liabilities HTML 79K
(Details) (Parenthetical)
70: R56 Schedule of Lines of Credit and Liabilities HTML 58K
(Details)
71: R57 Schedule of Estimated Maturities of Long Term Debt HTML 25K
(Details) (Parenthetical)
72: R58 Lines of Credit and Long-Term Liabilities (Details HTML 50K
Narrative)
73: R59 Shareholders? Equity (Details Narrative) HTML 83K
74: R60 Share-Based Compensation (Details Narrative) HTML 34K
75: R61 Commitments and Contingencies (Details Narrative) HTML 50K
76: R62 Subsequent Events (Details Narrative) HTML 52K
79: XML IDEA XML File -- Filing Summary XML 137K
77: XML XBRL Instance -- form10-q_htm XML 1.42M
78: EXCEL IDEA Workbook of Financial Reports XLSX 132K
11: EX-101.CAL XBRL Calculations -- cetx-20230331_cal XML 226K
12: EX-101.DEF XBRL Definitions -- cetx-20230331_def XML 614K
13: EX-101.LAB XBRL Labels -- cetx-20230331_lab XML 1.03M
14: EX-101.PRE XBRL Presentations -- cetx-20230331_pre XML 815K
10: EX-101.SCH XBRL Schema -- cetx-20230331 XSD 142K
80: JSON XBRL Instance as JSON Data -- MetaLinks 492± 693K
81: ZIP XBRL Zipped Folder -- 0001493152-23-016399-xbrl Zip 269K
EXHIBIT 10.3
AMENDMENT TO PROMISSORY NOTE
This Amendment to Promissory Note (this “Amendment”) is entered into as of May 3, 2023, by and between STREETERVILLE CAPITAL, LLC, a Utah limited liability company (“Lender”), and CEMTREX, INC., a Delaware corporation (“Borrower”). Capitalized terms used in this Amendment without definition shall have the meanings given to them in the Note (as defined below).
A. Borrower previously issued to Lender a Promissory Note dated September 30, 2021 in the principal amount of $5,755,000.00 (the “Note”).
B. Borrower has requested that Lender extend the Maturity Date of the Note (the “Extension”).
C. Lender has agreed, subject to the terms, amendments, conditions and understandings expressed in this Amendment, to grant the Extension.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
1. Recitals. Each of the parties hereto acknowledges and agrees that the recitals set forth above in this Amendment are true and accurate and are hereby incorporated into and made a part of this Amendment.
2. Extension. The Maturity Date for the Note is hereby extended until June 30, 2024.
3. Extension Fee. In consideration of Lender’s grant of the Extension, its fees incurred in preparing this Amendment and other accommodations set forth herein, Borrower agrees to pay to Lender an extension fee equal to five percent (5%) of the outstanding balance of the Note (the “Extension Fee”). The Extension Fee is hereby added to the outstanding balance as of the date of this Amendment. Lender and Borrower further agree that the Extension Fee is deemed to be fully earned as of the date hereof, is nonrefundable under any circumstance, and that the Extension Fee tacks back to the date of the Note for Rule 144 purposes. Borrower represents and warrants that as of the date hereof the outstanding balance of the Note, following the application of the Extension Fee, is $5,311,572.53.
4. Representations and Warranties. In order to induce Lender to enter into this Amendment, Borrower, for itself, and for its affiliates, successors and assigns, hereby acknowledges, represents, warrants and agrees as follows:
(a) Borrower has full power and authority to enter into this Amendment and to incur and perform all obligations and covenants contained herein, all of which have been duly authorized by all proper and necessary action. No consent, approval, filing or registration with or notice to any governmental authority is required as a condition to the validity of this Amendment or the performance of any of the obligations of Borrower hereunder.
(b) There is no fact known to Borrower or which should be known to Borrower which Borrower has not disclosed to Lender on or prior to the date of this Amendment which would or could materially and adversely affect the understanding of Lender expressed in this Amendment or any representation, warranty, or recital contained in this Amendment.
(c) Except as expressly set forth in this Amendment, Borrower acknowledges and agrees that neither the execution and delivery of this Amendment nor any of the terms, provisions, covenants, or agreements contained in this Amendment shall in any manner release, impair, lessen, modify, waive, or otherwise affect the liability and obligations of Borrower under the terms of the Transaction Documents.
(d) Borrower has no defenses, affirmative or otherwise, rights of setoff, rights of recoupment, claims, counterclaims, actions or causes of action of any kind or nature whatsoever against Lender, directly or indirectly, arising out of, based upon, or in any manner connected with, the transactions contemplated hereby, whether known or unknown, which occurred, existed, was taken, permitted, or begun prior to the execution of this Amendment and occurred, existed, was taken, permitted or begun in accordance with, pursuant to, or by virtue of any of the terms or conditions of the Transaction Documents. To the extent any such defenses, affirmative or otherwise, rights of setoff, rights of recoupment, claims, counterclaims, actions or causes of action exist or existed, such defenses, rights, claims, counterclaims, actions and causes of action are hereby waived, discharged and released. Borrower hereby acknowledges and agrees that the execution of this Amendment by Lender shall not constitute an acknowledgment of or admission by Lender of the existence of any claims or of liability for any matter or precedent upon which any claim or liability may be asserted.
(e) Borrower represents and warrants that as of the date hereof no Events of Default or other material breaches exist under the Transaction Documents or have occurred prior to the date hereof.
5. Certain Acknowledgments. Each of the parties acknowledges and agrees that no property or cash consideration of any kind whatsoever has been or shall be given by Lender to Borrower in connection with the Extension or any other amendment to the Note granted herein.
6. Other Terms Unchanged. The Note, as amended by this Amendment, remains and continues in full force and effect, constitutes legal, valid, and binding obligations of each of the parties, and is in all respects agreed to, ratified, and confirmed. Any reference to the Note after the date of this Amendment is deemed to be a reference to the Note as amended by this Amendment. If there is a conflict between the terms of this Amendment and the Note, the terms of this Amendment shall control. No forbearance or waiver may be implied by this Amendment. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment to, any right, power, or remedy of Lender under the Note, as in effect prior to the date hereof. For the avoidance of doubt, this Amendment shall be subject to the governing law, venue, and Arbitration Provisions, as set forth in the Note.
7. No Reliance. Borrower acknowledges and agrees that neither Lender nor any of its officers, directors, members, managers, equity holders, representatives or agents has made any representations or warranties to Borrower or any of its agents, representatives, officers, directors, or employees except as expressly set forth in this Amendment and the Transaction Documents and, in making its decision to enter into the transactions contemplated by this Amendment, Borrower is not relying on any representation, warranty, covenant or promise of Lender or its officers, directors, members, managers, equity holders, agents or representatives other than as set forth in this Amendment.
8. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. The parties hereto confirm that any electronic copy of another party’s executed counterpart of this Amendment (or such party’s signature page thereof) will be deemed to be an executed original thereof.
9. Further Assurances. Each party shall do and perform or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the other party may reasonably request in order to carry out the intent and accomplish the purposes of this Amendment and the consummation of the transactions contemplated hereby.
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date set forth above.
| LENDER: | ||
| Streeterville Capital, LLC | ||
| By: |  | |
| John M. Fife, President | ||
| BORROWER: | ||
| Cemtrex, Inc. | ||
| By: |  | |
| Name: | Saagar Govil | |
| Title: | CEO | |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 6/30/24 | ||||
| Filed on: | 5/11/23 | |||
| 5/3/23 | ||||
| For Period end: | 3/31/23 | |||
| 9/30/21 | 10-K, 10-K/A, NT 10-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/30/24 Cemtrex Inc. S-1/A 6:1M M2 Compliance LLC/FA 4/23/24 Cemtrex Inc. S-1/A 9:1.6M M2 Compliance LLC/FA 1/17/24 Cemtrex Inc. S-1 4:760K M2 Compliance LLC/FA 12/28/23 Cemtrex Inc. 10-K 9/30/23 113:10M M2 Compliance LLC/FA 8/10/23 Cemtrex Inc. 10-Q 6/30/23 80:7.1M M2 Compliance LLC/FA |