iQSTEL Inc. has amended the terms of a previously disclosed agreement to acquire a majority stake in Globetopper, LLC. The filing details the changes to the Unit Purchase Agreement (UPA) signed on May 29, 2025, which was executed by iQSTEL, Seller Craig Span, and Globetopper, LLC.
Under the original agreement, the company was to pay $500,000 in restricted shares of common stock, calculated at a 20% discount to the volume-weighted average price five days prior to closing. The company has now amended the agreement to settle this obligation entirely in cash. The $500,000 cash payment, referred to as the Replacement Payment, is structured as follows:
- $80,000 is due within five business days of the amendment's execution.
- $70,000 is due on the first business day of each of the following six consecutive calendar months.
The maturity date of the related promissory note has been extended to forty-five days after the final installment is paid. The obligation is secured by the collateral under the Pledge Agreement, which includes the 51% membership interest in Globetopper held by iQSTEL Operating Holdings, Inc.
The amendment outlines specific remedies for non-payment. If a payment default occurs and is not cured within thirty days, the unpaid installments become immediately due. The seller may then elect to foreclose on the collateral or, alternatively, rescind the original transaction. If rescission is perfected, iQSTEL must transfer the 51% membership interest back to the seller within ten business days, and the earn-out obligations under the original agreement would terminate.
In other news disclosed in the filing, iQSTEL issued a press release on September 18, 2026, outlining an economic model for a microdrama subscription service. The company estimates that at an illustrative level of 300,000 active monthly paid subscriptions, the service could generate between $1.8 million and $3.6 million in annualized profit contribution for the company.
