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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/27/24 American Rebel Holdings Inc. 8-K:1,2,9 3/22/24 12:342K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 44K 2: EX-10.1 Material Contract HTML 80K 7: R1 Cover HTML 49K 9: XML IDEA XML File -- Filing Summary XML 12K 12: XML XBRL Instance -- form8-k_htm XML 21K 8: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 4: EX-101.DEF XBRL Definitions -- areb-20240322_def XML 73K 5: EX-101.LAB XBRL Labels -- areb-20240322_lab XML 102K 6: EX-101.PRE XBRL Presentations -- areb-20240322_pre XML 70K 3: EX-101.SCH XBRL Schema -- areb-20240322 XSD 14K 10: JSON XBRL Instance as JSON Data -- MetaLinks 27± 36K 11: ZIP XBRL Zipped Folder -- 0001493152-24-011534-xbrl Zip 36K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) i March 22, 2024
i AMERICAN REBEL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| i Nevada | i 001-41267 | i 47-3892903 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| ||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: i (833) i 267-3235
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:
Securities registered pursuant to Section 12(b) of the Act:
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).
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.
Revenue Interest Purchase Agreement
On March 22, 2024, the Registrant entered into a Revenue Interest Purchase Agreement (the “ Revenue Interest Purchase Agreement” ) with an individual accredited investor, pursuant to which the investor purchased a revenue interest from the Registrant for $100,000.
As consideration for such payment, commencing on June 1, 2024 and continuing thereafter until all amounts are repurchased by the Registrant pursuant to the terms of the Revenue Interest Purchase Agreement, the investor has a right to receive $10,000 per month from the Registrant generated from its operating subsidiaries (the “ Revenue Interest” ).
Under the Revenue Interest Purchase Agreement, the Company has an option (the “ Call Option” ) to repurchase the Revenue Interest at any time upon two days advance written notice. Additionally, the Purchasers have an option (the “ Put Option” ) to terminate the Revenue Interest Purchase Agreement and to require the Registrant to repurchase future Revenue Interest upon the Registrant consummating a public offering pursuant to Regulation A. The repurchase price to be paid by the Registrant will be, if the Call Option or the Put Option is exercised (i) $140,000 if repurchased on or before May 31, 2024; and (ii) $154,000 after June 1, 2024; in each case of (i) or (ii), minus all Revenue Interest or other payments made by the Registrant to the investor prior to such date.
In addition, the Revenue Interest Purchase Agreement contains various representations and warranties, covenants and other obligations and other provisions that are customary for a transaction of this nature.
The foregoing description of the material terms of the Revenue Interest Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Revenue Interest Purchase Agreement, a copy of which is filed as Exhibit 10.1 herewith and 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 contained in Item 1.01 under the heading “ Revenue Interest Purchase Agreement” is incorporated by reference under this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| 10.1 | Revenue Interest Purchase Agreement dated March 22, 2024 | |
| 104 | Cover Page Interactive Data File |
| 2 |
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.
| AMERICAN REBEL HOLDINGS, INC. | ||
| Date: March 27, 2024 | By: | /s/ Charles A. Ross, Jr. |
| Charles A. Ross, Jr. | ||
| Chief Executive Officer | ||
| 3 |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 6/1/24 | ||||
| 5/31/24 | ||||
| Filed on: | 3/27/24 | |||
| For Period end: | 3/22/24 | 1-U, 8-K | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/12/24 American Rebel Holdings Inc. 10-K 12/31/23 87:9.6M M2 Compliance LLC/FA |