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Global Asset Management Group, Inc. submitted a Form 12b-25 notifying the SEC it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The company cites additional time needed to complete its year-end financial reporting, including the income tax provision, and ongoing audit procedures with its independent auditors. The company expects to file the Form 10-K within the fifteen-day extension period permitted under Rule 12b-25.
Global Asset Management Group, Inc. entered into a strategic financing relationship with Leonite Fund I, LP built around a senior secured convertible note facility of $10 million. The facility will be funded in tranches and is intended to finance income-producing multifamily real estate acquisitions and general working capital.
The credit structure includes senior secured status tied to specific assets, defined maturity and interest terms, conversion features for potential long-term equity participation, prepayment flexibility, and restrictions aimed at protecting the capital structure. Management highlights that proceeds are expected to flow into asset-backed real estate, supporting measured growth while the company retains discretion over draw timing and prepayments.
Global Asset Management Group, Inc. completed a series of share exchange transactions to acquire 100% of five entities involved in industrial real estate and cannabis-related infrastructure. As consideration, the company issued an aggregate 35,780,924 unregistered shares of common stock to the sellers.
The acquired portfolio includes industrial manufacturing facilities, an edge data center, and manufacturing infrastructure aimed at health and wellness products, plus options tied to Illinois cannabis craft grow, infuser, and transporter licenses. These options are exercisable for $1.00, for up to ten years, subject to Illinois Department of Agriculture and other regulatory approvals.
The deals are designed to position the company as a provider of non-plant touching services such as real estate development, equipment rentals, and brand development to the cannabis industry, with potential to participate more directly if Federal rescheduling of cannabis occurs.
Global Asset Management Group, Inc. completed a share exchange to acquire 100% of AMT Management LLC, a Washington, D.C.-based property management company, in return for 200,000 shares of GAMG common stock. AMT will operate as a wholly owned subsidiary, managing and expanding GAMG’s D.C. multifamily real estate portfolio and supporting a vertically integrated strategy.
As part of the transaction, Michael Taylor is appointed Owner’s Representative for GAMG, overseeing AMT’s growth and on-site operations. His five-year initial employment term features base pay and potential severance entirely in non-qualified stock options under GAMG’s equity plan, tying his compensation to GAMG’s long-term share performance.
Global Asset Management Group, Inc. entered into a six-month, non-exclusive Placement Agent Agreement with Alpine Securities Corporation to help arrange a proposed common stock offering on a best-efforts basis. Alpine will earn a cash fee equal to 5% of gross proceeds from any sales it sources and will receive warrants to buy shares equal to 10% of the dollar amount raised, with an exercise price set at 120% of the closing bid on the offering’s closing date for three years.
Separately, the company will compensate Alpine with a non-refundable $100,000 retainer paid in restricted common shares valued at $0.20 per share, deemed fully earned as of the agreement date. The board also created a Board of Advisors and adopted an advisory charter effective January 15, 2026 to support the company’s growth strategy and capital markets engagement, with further details described in an accompanying press release.