GSE SYSTEMS INC: debt financing — GSE Systems enters up to $8M convertible financing with Lind Partners; $1.5M upfront

GSE SYSTEMS INC

Issued $1.5M secured convertible note (principal $1.8M) due in 24 months; 12 monthly payments starting one year.
Warrant to buy up to 4,264,271 shares at $0.50 per share, exercisable through June 2028.
Amended existing 2022 note; $2.75M outstanding balance extended to Aug 2024 with 12 monthly payments.
Proceeds for general working capital; company cites additional liquidity for new business and cost management.
Conversion price $0.50; shares issuable limited to 4,937,271 without stockholder approval.

item 1.01 item 2.03 item 3.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

GSE SYSTEMS INC incurred convertible notes of $1,800,000 with Lind Global Fund II LP at interest free maturing two years from the issuance date.

Instrument: convertible notes
Principal: $1,800,000
Counterparty: Lind Global Fund II LP
Rate: interest free
Maturity: two years from the issuance date
Event: incurrence

Exact text from the filing

The first closing occurred on June 23, 2023, and consisted of the issuance of a secured, two-year interest free convertible promissory note with a funding amount of $1,500,000 and a principal amount of $1,800,000 (the “2023 Note”)

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

GSE SYSTEMS INC incurred convertible notes of $2,747,228 with Lind Global Fund II LP at interest free maturing August 23, 2024.

Instrument: convertible notes
Principal: $2,747,228
Counterparty: Lind Global Fund II LP
Rate: interest free
Maturity: August 23, 2024
Event: incurrence

Exact text from the filing

The Amended Note is a secured, interest free convertible promissory note in the principal amount of $2,747,228, such amount being the outstanding balance of the 2022 Note as of June 23, 2023.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

GSE SYSTEMS INC entered into Securities Purchase Agreement with Lind Global Fund II LP valued at aggregate purchase price of up to $8,000,000 (effective 2023-06-23).

Action: entry
Agreement: equity purchase
Counterparty: Lind Global Fund II LP
Value: aggregate purchase price of up to $8,000,000
Effective: 2023-06-23

Exact text from the filing

On June 23, 2023, GSE Systems, Inc. (the “Company”) entered into a Securities Purchase Agreement (“2023 Purchase Agreement”) with Lind Global Fund II LP (“Lind Global”), pursuant to which (a) the Company issued to Lind Global those certain convertible promissory note and common stock purchase warrant, as set forth below, and (b) the Company and Lind Global amended and restated that certain Senior Convertible Promissory Note, dated February 23, 2022 (the “2022 Note”) (and such amended and restated note, the “Amended Note”); all for an aggregate purchase price of up to $8,000,000.

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Source: SEC EDGAR

accession 0000944480-23-000056

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