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SPECTRUM GLOBAL SOLUTIONS, INC.

(SGSI)
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SPECTRUM GLOBAL SOLUTIONS, INC. : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

04/16/2021 | 04:08pm EDT

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.



(d) 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
              Assets Corp.




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Financials (USD)
Sales 2020 18,7 M - -
Net income 2020 -17,7 M - -
Net Debt 2020 6,49 M - -
P/E ratio 2020 -0,02x
Yield 2020 -
Capitalization 6,88 M 6,88 M -
EV / Sales 2019 0,46x
EV / Sales 2020 0,39x
Nbr of Employees 157
Free-Float 47,3%
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Managers and Directors
NameTitle
Mark W. Porter Chief Executive Officer & Director
Keith William Hayter President & Director
Roger M. Ponder Chairman
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