EZFill Holdings, Inc. Enters into Promissory Note with NextNRG Holding Corp

On November 14, 2024, EZFill Holdings, Inc. (NASDAQ:EZFL) announced the signing of a promissory note with NextNRG Holding Corp., formerly known as Next Charging, LLC. The promissory note, totaling $181,500, will be utilized by EZFill for its working capital requirements. The note includes an original issue discount of $16,500 and carries a fixed interest rate of 8% per annum for the initial nine months, after which it will accrue interest at a rate of 18% per annum.

According to the terms of the agreement, the outstanding balance along with accrued interest on the promissory note will be due in full by November 14, 2025, or upon EZFill completing a capital raise of at least $5,000,000, whichever comes earlier. In case of default, the amount owed will be subject to immediate repayment, multiplied by 150%. NextNRG Holding Corp. will have the option to convert the outstanding balance into EZFill’s common stock, with a conversion price determined based on market conditions.

EZFill and NextNRG have established limitations on the issuance of common stock to NextNRG to comply with Nasdaq Listing Rule 5635(d). Any issuance beyond these limits will require shareholder approval. The agreement also includes provisions for adjustments in the event of a stock split to maintain fairness in conversion terms.

Michael Farkas, CEO and controlling shareholder of NextNRG, is a key figure in this arrangement. Previous agreements between EZFill, NextNRG, and Farkas outline the acquisition of NextNRG’s membership interests by EZFill in exchange for common stock issuance. Recent amendments have refined the number of shares to be issued and conditions for vesting, tying them to specific milestones and achievements within EZFill.

The completion of the acquisition deal between EZFill and NextNRG is pending, and until then, the terms of the promissory note and previous agreements remain in effect. Further details on the promissory note can be found in the official filing with the Securities and Exchange Commission as Exhibit 10.1.

In related developments, EZFill reported unregistered sales of equity securities, integrated under Item 3.02, referencing the details provided in Item 1.01. The company also listed the Promissory Note dated November 14, 2024, as an exhibit in the Form 8-K filing.

This filing was signed by Yehuda Levy, the Interim Chief Executive Officer of EZFill Holdings, Inc. on November 19, 2024.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read EZFill’s 8K filing here.

EZFill Company Profile

EZFill Holdings Inc operates as a mobile fueling company primarily in Florida. It offers on-demand fueling services to consumer, fleet, marine, and other specialty markets. The company was incorporated in 2019 and is based in Miami, Florida.