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Charging Robotics Inc. 8K

0001213900-26-097409

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Charging Robotics Ltd. entered into a $1,500,000 4% loan agreement with its new 51% shareholder Clearmind Medicine Inc., with repayment due after three years or once the company generates positive cash flow, subject to standard default and acceleration terms.

On August 31, 2026, Charging Robotics Ltd. and Clearmind Medicine Inc. entered into a loan agreement in connection with a share purchase agreement under which Clearmind subscribed for 149 ordinary shares of Charging Robotics for $2,500,000, representing 51% of Charging Robotics’ post-transaction share capital, and agreed to provide Charging Robotics with a $1,500,000 unsecured loan bearing simple interest at 4% per annum. The loan is funded on the effective date and is repayable on the third anniversary of August 31, 2026, unless the borrower has not yet generated positive cash flow from operating and financing activities (together with available financing sources), in which case repayment is automatically deferred until the first date on which such positive cash flow is achieved as shown in IFRS financial statements. The borrower may prepay part or all of the loan without penalty and must make all payments in U.S. dollars by wire transfer, subject to applicable tax withholding, while Clearmind has the right to accelerate the entire loan upon specified events of default, including payment defaults, creditor negotiations, general assignments, insolvency or reorganization actions, and enforcement processes against material assets. The agreement is governed by Ontario law, is closely tied to the concurrently executed share purchase agreement but prevails in case of conflict on loan matters, and contains standard provisions on waiver, severability, assignment restrictions, dispute resolution in Toronto, amendments, and notice procedures.

Filing Facts

CIK
1459188
Ticker
-
Form
8K
Source Type
sec
Accession
0001213900-26-097409
Alert Tier
6
Charging Robotics Inc. 8K | ATTN