Item 1.01 Entry into a Material Definitive Agreement. OnApril 7 and April 121, 2023,ADDvantage Technologies Group, Inc. (the "Company") entered into securities purchase agreements (the "Securities Purchase Agreements") withMast Hill Fund, L.P. ("Mast Hill") for the issuance of 13% senior secured promissory notes in the aggregate principal amount of up to$3,000,000.00 (collectively the "Notes") convertible into shares of common stock of the Company, as well as the issuance of up to 72,000 shares of common stock as a commitment fee and warrants for the purchase of up to 648,000 shares of common stock of the Company. The Company and its subsidiaries have entered into certain Security Agreements, creating a security interest in certain property of the Company and its subsidiaries to secure the prompt payment, performance and discharge in full of all of the Company's obligations under the Notes. The Mast Hill transactions closed onApril 7 andApril 12, 2023 (each, a "Closing Date").Revere Securities LLC acted as advisor to the Company in connection with the transactions. OnApril 7, 2023 , Mast Hill acquired the Notes with principal amount of$2,421,052.63 and paid the purchase price of$2,300,000.00 after an original issue discount of$121,052.63 . On the same Closing Date, the Company issued (i) a warrant to purchase 290,526 shares of common stock with an exercise price of$2.50 exercisable until the five-year anniversary of the Closing Date, (ii) a warrant to purchase 232,421 shares of common stock with an exercise price of$1.40 exercisable until the five-year anniversary of the Closing Date, which warrant shall be cancelled and extinguished against payment of the Notes, and (iii) 58,105 shares of common stock to Mast Hill as additional consideration for the purchase of the Note. On the Closing Date, the Company delivered such duly executed Notes, warrants and common stock to Mast Hill against delivery of such purchase price. OnApril 12, 2023 , Mast Hill acquired the Notes with principal amount of$578,947.37 and paid the purchase price of$550,000.00 for the Note after an original issue discount of$28,947.37 . In the same Closing Date, the Company (i) issued a warrant to purchase 69,474 shares of common stock with an exercise price of$2.50 exercisable until the five-year anniversary of the Closing Date, (ii) issued a warrant to purchase 55,579 shares of common stock with an exercise price of$1.40 exercisable until the five-year anniversary of the Closing Date, which warrant shall be cancelled and extinguished against payment of the Notes, and (iii) issued 13,895 shares of common stock to Mast Hill as additional consideration for the purchase of the Note. The Company delivered such duly executed Notes, warrants and shares to Mast Hill on the Closing Date.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished herewith:
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Exhibit 10.1 Securities Purchase Agreement, datedApril 7 ,
2023, between ADDvantage
Technologies Group, Inc. andMast Hill Fund, L.P. Exhibit 10.2 Security Agreement, datedApril 7, 2023 , between
ADDvantage Technologies
Group, Inc. ,Fulton Technologies, Inc. , Nave
Triton, LLC andMast Hill Fund, L.P. Exhibit 10.3 Senior Secured Promissory note, datedApril 7 ,
2023, between ADDvantage
Technologies Group, Inc. andMast Hill Fund, L.P. Exhibit 10.4 First Warrant, datedApril 7, 2023 , between
Inc. andMast Hill Fund, L.P. Exhibit 10.5 Second Warrant, datedApril 7, 2023 , between
Inc. and Mast Hill Fund, L.P. Exhibit 10.6 Securities Purchase Agreement, dated April 1 2 , 2023, between ADDvantage Technologies Group, Inc. and Mast Hill Fund , L.P. Exhibit 10.7 Security Agreement, dated April 1 2 , 2023, between ADDvantage Technologies Group, Inc., Fulton Technologies,
Inc.,
Company, ADDvantage Triton, LLC and Mast Hill Fund, L.P. Exhibit 10.8 Senior Secured Promissory note, dated April 1 2 , 2023, between ADDvantage Technologies Group, Inc. and Mast Hill F u nd, L.P. Exhibit 10.9 First Warrant, dated April 1 2 , 2023,
between ADDvantage Technologies
Group, Inc. and Mast Hill Fund, L.P. Exhibit 10.10 Second Warrant, dated April 1 2 , 2023,
between ADDvantage Technologies
Group, Inc. and Mast Hill F und, L.P.
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