GBT Technologies Inc (GTCH)

[Max2121]

From page 2 of 8K:

The binding proposal by BNIX is to acquire 100% of all outstanding shares or interests (the "Target Equity") held by the equity holders of the Target (the "Target Holders"). How the Affiliates will be included in the Transaction will be subiect to review and structured to take account of the reasonable requirements of the relevant Target Holders with regard to potential tax consequences. Concurrently, BNIX will enter into Asset Purchase Agreement ("APA") with GBT to acquire Apollo for $42,500,000 payable in 42,500 shares of series a preferred stock of BNIX at closing. The series a preferred stock will have stated value of face value of $1,000 per share and is convertible, at the option of GBT, into BNIX common stock at 5% discount to the VWAP during the 20 trading days prior to conversion. The series a preferred stock will not have voting rights and will be entitled to dividends only in the event of liquidation. The series a preferred stock will have a 4.99% beneficial ownership limitation (" Blocker*). GBT will agree to a leak out agreement providing that the daily sales of such shares of common stock issued upon conversion of the series a preferred stock following the restriction period (six months by law from closing) will not exceed 15% of the total daily
volume for a period of 24 months.
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interesting to read different scenarios from page 11 and 12 which shows different % of ownership of GTCH can have if and when convertible exercised at 5% discount.

What a great deal for both parties.

Please, do your own DD’s.