Item 1.01 Entry into a Material Definitive Agreement
On April 13, 2021, Spectrum Global Solutions, Inc. (the "Company"), SVC, Inc.,
Secure Voice Corp. ("SVC") and Telecom Assets Corp. (the "Seller") entered into
a Stock Purchase Agreement (the "Agreement") whereby the Seller agreed to sell
SVC to the Company, in exchange for $2,500,000 in cash and up to $6,500,000
(less up to $2,000,000 in assumed liabilities) of a newly established series of
convertible preferred stock of the Company. The closing of the transaction
contemplated by the Agreement is subject to certain closing conditions, as set
forth in the Agreement.
The business being purchased by the Company is a wholesale network services
provider with network footprint and licenses in the Northeast and Southeast
United States as well as Texas. This network carries VoIP and other traffic for
other service providers. A transition services agreement will be entered into in
order to begin the integration process prior to the closing of the transaction.
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the Agreement,
which is filed as Exhibit 10.1 to this Current Report on Form 8-K and
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
10.1 Stock Purchase Agreement, dated April 13, 2021, by and among Spectrum
Global Solutions, Inc., SVC, Inc., Secure Voice Corp. and Telecom
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