Item 1.01Item 1.01 - Entry into Material Agreement
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.