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global arena holding inc (gahc) is a textiles company located in 708 3rd ave, new york, new york, united states.Global Arena Holding, Inc. informed holders that the Board and Majority Stockholders approved the sale of substantially all assets of its operating subsidiary, Global Election Services, Inc. (“GES”), under an Asset Purchase Agreement dated February 26, 2026.
The transaction contemplates consideration including assumption of specified liabilities, $2,400,000 in cash at closing and issuance of 2,571,428 shares of GES Acquisition common stock to the Sellers, plus issuance of Series A convertible preferred stock to Easterly. The Company reported the Majority Stockholders (four persons) hold 10,933,952 common shares and 480,000 Series C preferred shares, representing 58.87% of voting power. The sale will not be submitted to a vote of other stockholders because approval was obtained by written consent; closing is not expected to occur before 20 days after mailing and is targeted on or about April 30, 2026.
The filing discloses potential conflicts: CEO John S. Matthews will receive $1.00 for redemption of one common share and has agreed to an employment arrangement with the purchaser; certain customary closing conditions, termination rights and indemnification caps (non-fraud cap $1,375,000) are included.
Global Arena Holding, Inc. reported a net loss of $288,123 on $399,263 in services revenue for the quarter ended March 31, 2025, with revenue increasing from $232,123 a year earlier as election-services activity grew. Operating expenses rose to $476,752, turning last year’s small operating profit into a loss.
Total assets were $904,504, against current liabilities of $11.1 million, resulting in a stockholders’ deficit of $10.2 million. The company relies heavily on convertible promissory notes and other short-term borrowings, and discloses that portions of its debt are in default.
Management states there is substantial doubt about the company’s ability to continue as a going concern and is continuing to raise funds through additional convertible notes. The filing also describes a sequence of asset purchase agreements with Easterly involving the sale of GES’s U.S. election-services business, an initial 2025 transaction that was later terminated, and a new 2026 Easterly APA that would sell substantially all operating assets of GES for a mix of cash, assumed liabilities and equity in GES Acquisition.
Global Arena Holding, Inc. agreed to sell its U.S. election-services business and related assets to GES Acquisition Corp. under a new 2026 Easterly Asset Purchase Agreement. The Sellers will receive assumption of specified liabilities, $2,400,000 in cash payable to Global Election Services, Inc. at closing, and 2,571,428 shares of GES Acquisition common stock.
Separately, GES Acquisition will sell 6,000,000 shares of its Series A preferred stock to Easterly at $0.9375 per share for total consideration of $5,625,000, including $1,920,000 applied to forgive prior funding to the Sellers. The Company also terminated a 2025 asset purchase agreement and amended the terms of its own Series A preferred stock, authorizing 400,000 shares with a stated value of $20.00 each, increasing $1.60 annually, convertible into common stock after 12 months subject to a 4.99% beneficial ownership cap and tight limits on voting, dividends, and transferability.