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SKTG • CIK 0001498067
NOTE 1 – GENERAL SkyTech Orion Global, Corp. (DBA SkyTech Orion Global Corp.) (“Citrine Global” or the “Company”) was incorporated under the laws of the State of Delaware on May 26, 2010. The Company’s common stock is traded in the United States on the OTC market under the ticker symbol “CTGL.” On June 26, 2025, Citrine Global Corp. changed its name to SkyTech Orion Global Corp. in Delaware, reflecting its strategic focus on UAV and drone solutions. On June 3, 2020 the Company established a wholly owned new Israeli subsidiary: CTGL – Citrine Global Israel Ltd, (the “Israeli Subsidiary”). On August 20, 2020, the Israeli Subsidiary CTGL – Citrine Global Israel Ltd., Beezhome Technologies Ltd., a company owned and controlled by the Company’s Chief Executive Officer and Golden Holdings Neto Ltd., a company in which Ilan Ben-Ishay, a former director of the Company, holds shares, incorporated SkyTech Orion Ltd. (Previously named Cannovation Center Israel). CTGL – Citrine Global Israel Ltd.(Israeli Subsidiary holds 60 % of SkyTech Orion Ltd. shares, while each of Beezhome Technologies Ltd. and Golden Holdings Neto Ltd. holds 20 % of its shares. On May 13, 2025, the Israeli subsidiary Cannovation Center Israel Ltd. changed its name to SkyTech Orion Ltd . On May 29, 2025, SkyTech Orion Ltd. executed the resolution to reallocate shares. Following this resolution, CTGL Citrine Global Israel Ltd. increased its holdings to 69.5 % and Beezhome Technologies Ltd. to 29.5 %, while Golden Holdings Finance’s stake in SkyTech Orion Ltd. was diluted to approximately 1%. Financial support On March 6, 2023 SkyTech Orion Ltd. (Previously named Cannovation Center Israel Ltd.) and S.R. Accord Ltd., an Israeli company (“Lender”), entered into an 18-month credit facility agreement (the “Credit Facility”) pursuant to which Lender has committed to fund SkyTech Orion Ltd. in an aggregate amount of NIS 3,000,000 (approximately $ 857,000 ), as needed. At the time of each draw down, SkyTech Orion Ltd. and Lender will determine the maturity date of the loan. All amounts drawn under the Credit Facility will bear interest at a monthly rate of 1.7 %. SkyTech Orion Ltd. has the right to pre-pay the entire amount outstanding under the Credit Facility at any time. As security for any loans under the Credit Facility, SkyTech Orion Ltd. granted the Lender a first priority lien on its rights to the 125,000 sq ft ( 11,687 sq meters) of industrial land in Yerucham (see note 4(1) below). The lien will become effective only if SkyTech Orion Ltd. utilizes the Credit Facility. If the market value of the Premises is less than the amount outstanding under the Credit Facility, then Lender will be entitled to additional security including additional shares of Citrine Global common stock, on such terms and conditions as the parties may agree. As additional security for any payments due to Lender, Israeli Subsidiary, (ii) Beezhome and (iii) Netto Holdings, an unaffiliated entity under the partial control of Ilan Ben Ishay, a director on the board of SkyTech Orion Ltd., as well as each of Ms. Elharar Soffer and Mr. Ben Ishay in their personal capacities, have provided guarantees for the repayment of any amounts that may be owing to Lender under the Credit Facility. SkyTech Orion Ltd. has agreed to indemnify Ms. Elharar Soffer and Mr. Ben Ishay for any losses they incur as a result of the guarantee. As of September 2024, the Company renewed its short term loan with S.R. Accord Ltd. in the amount of approximately NIS 660,000 (approximately $ 176,000 ). As part of the renewal, Mr. Lior Asher signed as a personal guarantor, joining Ms. Ora Elharar Soffer as guarantor. In addition, the Company, its Israeli subsidiary CTGL – Citrine Global Israel Ltd., and Beezhome Technologies Ltd., a private company wholly owned by Ms. Ora Elharar Soffer, signed the agreement. While Neto Holdings Ltd. and Mr. Ilan Ben Ishay had originally undertaken to provide personal guarantees, they had not executed such guarantees as of that date. All collateral under the Credit Facility remained in place, including a first-priority lien over the SkyTech Orion Ltd.’s rights and the 125,000 sq. ft. ( 11,687 sq. meters) industrial parcel in Yerucham, Israel, as well as additional collateral intended to secure repayment of the loan and to cover any damage, debt, or obligation arising from the Credit Facility.…