HST Global, Inc. Files 8-K for Acquisition and Equity Sales

TL;DR

HSTC filed an 8-K for an acquisition deal and equity sales. Big moves ahead.

AI Summary

On October 28, 2024, HST Global, Inc. entered into a Material Definitive Agreement related to an acquisition. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. The filing was made on November 12, 2024.

Why It Matters

This 8-K filing indicates significant corporate activity for HST Global, Inc., including a material definitive agreement for an acquisition and potential equity issuances, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves a material definitive agreement for an acquisition and unregistered sales of equity, which can introduce financial and operational risks.

Key Numbers

• 000-15303 — SEC File Number (Identifies the specific filing for HST Global, Inc.)
• 73-1215433 — IRS Employer Identification No. (Tax identification number for HST Global, Inc.)

Key Players & Entities

• HST Global, Inc. (company) — Registrant
• October 28, 2024 (date) — Date of earliest event reported
• November 11, 2024 (date) — Date of Report
• November 12, 2024 (date) — Filing Date
• Nevada (jurisdiction) — State of Incorporation
• NT HOLDING CORP. (company) — Former Company Name
• ABSS CORP (company) — Former Company Name
• UNICO INC (company) — Former Company Name

FAQ

Key Financial Figures

• $250,000 — 00,000 shares upon Amnion LLC achieving $250,000 in revenue within 12 months. 2,000,00
• $500,000 — 00,000 shares upon Amnion LLC achieving $500,000 in revenue within 24 months. In addit
• $150,000 — suance, HSTC has committed to providing $150,000 in operational cash advances to Amnion
• $1,000,000 — ncludes provisions for HSTC to secure a $1,000,000 investment in Amnion LLC within six mon

Filing Documents

• hstcform8-kamnionacquisition.htm (8-K) — 12KB
• ex10-1purchaseagreement.htm (EX-10) — 18KB
• 0001674796-24-000022.txt ( ) — 31KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On October 2, 2024, HST Global, Inc. ("HSTC"), a Nevada Corporation, entered into a Membership Interest Purchase Agreement (the "Agreement") with Amnion LLC, a Virginia limited liability company, pursuant to which HSTC acquired all of the membership interests in Amnion LLC (the "Interests"). The acquisition allows HSTC to enhance its business portfolio by integrating Amnion LLC's assets and operations into its strategic growth initiatives. Pursuant to the Agreement, HSTC will issue restricted stock as the purchase consideration. Specifically, 1,000,000 shares of restricted stock vested upon execution of the Agreement, with further vesting contingent upon Amnion LLC reaching specified revenue thresholds over the next 24 months, including the following: 2,000,000 shares upon Amnion LLC achieving $250,000 in revenue within 12 months. 2,000,000 shares upon Amnion LLC achieving $500,000 in revenue within 24 months. In addition to the stock issuance, HSTC has committed to providing $150,000 in operational cash advances to Amnion LLC for business continuity while the terms of the transaction are finalized. The Agreement also includes provisions for HSTC to secure a $1,000,000 investment in Amnion LLC within six months.

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities In connection with the acquisition of Amnion LLC, HSTC issued 5,000,000 shares of restricted common stock. The restricted stock will vest upon the achievement of revenue milestones as outlined in the Agreement, with resale restrictions for one year following the date of issuance.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. Exhibits The following Exhibits are included herein: Exhibit No. Description 10.1 Membership Interest Purchase Agreement between HST Global, Inc. and Amnion LLC, dated as of October 2, 2024.

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 hereunto duly authorized. HST Global, Inc. (Registrant) Dated: November 11, 2024 By: \s\ Mike Field President

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View this 8-K filing on SEC EDGAR