Item 1.01. Entry into a Material Definitive Agreement.
On September 16, 2021, American Virtual Cloud Technologies, Inc. (the "Company")
issued a promissory note (the "Note") to a third-party lender, evidencing a loan
in the principal amount of $5,000,000 made to the Company by the lender on that
date (the "Loan"). Pursuant to the terms of the Note, the Loan accrues interest
at the rate of 12% per annum and is payable in full on September 16, 2022, or
earlier upon the occurrence of certain specified events. Upon payment in full of
the Loan, the lender is entitled to receive, in addition to the principal amount
of the Loan and any accrued but unpaid interest, an amount sufficient to result
in the lender receiving, in the aggregate, a 25% return on the original
principal amount of the Note.
The foregoing description of the Note does not purport to be complete and is
qualified in its entirety by the terms and conditions of the Note, which is
filed as Exhibit 10.1 to this Current Report on Form 8-K and is 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 is incorporated herein by reference.
Item 8.01. Other Events.
On September 16, 2021, the Company issued a press release regarding, among other
things, the conversion of its outstanding debentures and the Company's plan to
focus its strategy on acquisitions and organic growth in its cloud technologies
business as well as to explore strategic opportunities for its IT solutions
business, including the planned divestiture of Computex Technology Group. A copy
of the press release is furnished as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit
10.1 Promissory Note, dated September 16, 2021.
99.1 Press release, dated September 16, 2021.
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AMERICAN VIRTUAL CLOUD TECHNOLOGIES, INC. 
