Fitell Corp to Sell Up to $100M in Convertible Notes

TL;DR

Fitell Corp inks deal to sell up to $100M in convertible notes to an institutional investor.

AI Summary

On September 19, 2025, Fitell Corporation entered into a Securities Purchase Agreement with an institutional investor, the Buyer. Under this agreement, Fitell Corporation may sell up to $100 million in newly issued senior secured convertible notes.

Why It Matters

This agreement allows Fitell Corporation to raise significant capital, which could be used for expansion, operations, or debt repayment, impacting its financial flexibility and future growth prospects.

Risk Assessment

Risk Level: medium — The company is issuing convertible notes, which could dilute existing shareholders if converted, and the success of the capital raise depends on market conditions and investor confidence.

Key Numbers

• $100 million — Convertible Notes Offering (Maximum aggregate amount Fitell Corporation may sell to the Buyer.)

Key Players & Entities

• Fitell Corporation (company) — The company entering into the agreement.
• Buyer (company) — The institutional investor purchasing the convertible notes.
• $100 million (dollar_amount) — The maximum aggregate amount of convertible notes Fitell Corporation may sell.
• September 19, 2025 (date) — The date the Securities Purchase Agreement was entered into.

FAQ

Key Financial Figures

• $100 million — from time to time an aggregate of up to $100 million in newly issued senior secured converti
• $70 million — gregate original principal amount up to $70 million (the “Series A Notes”), to
• $30 million — gregate original principal amount up to $30 million (the “Series B Notes” and t
• $11 m — aggregate original principal amount of $11 million, which will be due on September 2
• $10,780,000 — 027, for an aggregate purchase price of $10,780,000 (the “Initial Closing”). Up
• $4 million — aggregate original principal amount of $4 million (the “Second Closing”) upon
• $85 million — rsquo;s Option Closing shall not exceed $85 million in the aggregate. The Company has agree
• $10 million — Purchase Agreement, to use (i) at least $10 million of the net proceeds from the Initial Cl
• $0.0001 — uo;Conversion Shares”), par value $0.0001 per share (the “Ordinary Shares&r
• $45,000 — out-of-pocket expenses in the amount of $45,000 and (iv) pay the Placement Agent’
• $15,950 — e, which closing costs shall not exceed $15,950. The Company has also agreed to file
• $1.00 — of the Ordinary Shares had been below US$1.00 per share for a period of 30 consecutiv
• $0 — a post-share consolidation par value of $0.0016, to be effective as of the market

Filing Documents

• form6-k.htm (6-K) — 42KB
• ex5-1.htm (EX-5.1) — 81KB
• ex5-2.htm (EX-5.2) — 28KB
• ex10-1.htm (EX-10.1) — 463KB
• ex10-2.htm (EX-10.2) — 357KB
• ex10-3.htm (EX-10.3) — 362KB
• ex10-4.htm (EX-10.4) — 421KB
• ex10-5.htm (EX-10.5) — 230KB
• ex99-1.htm (EX-99.1) — 24KB
• ex5-1_001.jpg (GRAPHIC) — 2KB
• ex5-2_001.jpg (GRAPHIC) — 22KB
• ex5-2_002.jpg (GRAPHIC) — 27KB
• 0001493152-25-014563.txt ( ) — 2080KB

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: September 23, 2025 FITELL CORPORATION By: /s/ Yinying Lu Yinying Lu Chief Executive Officer and Director (Principal Executive Officer)

View Full Filing

View this 6-K filing on SEC EDGAR