CIRCLE8 GROUP INC 8K

Circle8 Group, Inc. settled all disputes and defaulted obligations with SPP Credit Advisors by cancelling a $35 million convertible note, restructuring remaining debt, and implementing a share and repayment framework that simplifies its capital structure and enhances financial flexibility.

On August 10, 2026, Circle8 Group, Inc. announced that it entered into a definitive settlement agreement with SPP Credit Advisors, LLC that cancels and discharges the Company’s $35 million Convertible Sellers Note due March 2027, resolves all outstanding litigation and existing defaults with SPP, restores remaining indebtedness to non-default interest rates, and implements an approximately 18‑month orderly share disposition framework to facilitate repayment. As part of the transaction, SPP grants Circle8 an irrevocable option to repurchase and retire approximately 21.9 million existing SPP‑owned shares at $0.0001 per share while simultaneously receiving approximately 21.9 million newly issued registered shares, with SPP immediately relinquishing all voting, dividend, and other shareholder rights on the existing shares pending their retirement. The overall settlement is intended to simplify Circle8’s capital structure, eliminate potential equity dilution tied to the convertible note, and enhance financial flexibility as the Company focuses on improving operations, expanding margins, strengthening cash flow, and pursuing strategic acquisitions and potential refinancing of Lyneer Staffing’s senior asset-based lending facility.

Filing Facts

CIK

1605888

Ticker

-

Form

8K

Source Type

sec

Accession

0001213900-26-089264

Alert Tier

7