Financing Term Sheet
$1,000,000 Senior Secured Debenture
Strategic Investment Consortium, Inc.
This Term Sheet summarizes the basic terms and conditions for up to $1,000,000 of Senior Secured Debentures in Strategic Investment Consortium, Inc.
Issue
Senior Secured Debenture financing in the aggregate principal amount of up to $1,000,000.
Term / Interest
Three-year term with 4% APR. Principal due as a balloon payment at maturity.
Security
Senior secured lien on the Company's assets, including the acquired shell vehicle.
Equity Kicker
Investors receive 49% of the total issued and outstanding shares, subject to definitive documentation.
Use of Proceeds
Purchase of publicly traded company, GBXI, and related closing costs.
Governing Law
New York law; venue in New York, NY.
The proposed financing remains subject to due diligence, satisfactory documentation, and definitive agreements. For discussion and visual placement only. This summary does not constitute an offer to sell or an offer to purchase securities.
Pubco Acquisition Term Sheet
GBXI Public Company Acquisition
GBX International Group, Inc. (OTC: GBXI)
Proposed acquisition and cleanup plan for GBXI as the public-company vehicle for Strategic Investment Consortium, Inc. and related operating assets.
Target
GBX International Group, Inc., a Nevada corporation trading under OTC symbol GBXI.
Transaction
Acquire control of GBXI and use the company as the proposed public parent vehicle.
Control Block
Preferred stock structure permits 1,000 common shares for each preferred share, subject to legal and transfer-agent confirmation.
Capitalization
Latest diligence notes list 750,000,000 authorized common shares and 140,861,950 issued and outstanding common shares.
Cleanup Budget
Identified budget includes OTC Markets, reinstatement, accounting, and transfer-agent items totaling approximately $25,000.
Closing Conditions
Transfer-agent ledger, share cancellations, OTC application/currentness, 15c2-11 path, liabilities, and counsel approval.
The proposed acquisition remains subject to diligence, transfer-agent confirmation, OTC Markets requirements, satisfactory documentation, and definitive agreements.
