---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-047034"
form_type: "8-K"
ticker: "HSCS"
cik: "0001468492"
company_name: "HeartSciences Inc."
filed_at: "2023-09-07T23:59:59+00:00"
generated_at: "2026-06-10T22:43:05.186074+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Heart Test Labs enters $1M unsecured drawdown loan from 5% holder; pays up to 1.5M warrants

## Summary
- Loan up to $1M drawn in three installments ($250k+$250k+up to $500k); matures Dec 31, 2023.
- No interest unless default (then 12%); facility fee is warrants to buy up to 1.5M shares.
- Warrants: 500k at $1.00, 500k at $1.25, 500k at $1.50; issued upon drawdowns.
- Lender Matthews Southwest Holdings is controlled by John H. Matthews, a >5% beneficial owner.
- Warrants issued under Section 4(a)(2) and Rule 506 as unregistered securities.

## SEC filing metadata
- accession: 0000950170-23-047034
- form_type: 8-K
- ticker: HSCS
- cik: 0001468492
- company_name: HeartSciences Inc.
- filed_at: 2023-09-07T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1468492/000095017023047034/0000950170-23-047034-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1468492/000095017023047034/hscs-20230907.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-047034
- JSON: https://secwatch.observer/filing/0000950170-23-047034.json
- Plain text: https://secwatch.observer/filing/0000950170-23-047034.txt

## Key facts
- Debt Financings
  HeartSciences Inc. incurred loan of up to $1,000,000 with Matthews Southwest Holdings, Inc. at no interest, except upon an event of default, at which time, interest accrues at maturing December 31, 2023.
  - Instrument: loan
  - Principal: up to $1,000,000
  - Counterparty: Matthews Southwest Holdings, Inc.
  - Rate: no interest, except upon an event of default, at which time, interest accrues at
  - Maturity: December 31, 2023
  - Event: incurrence
  source text: Unsecured Promissory Drawdown Loan Note (the "MSW Note") with Matthews Southwest Holdings, Inc. (the "Lender"). The MSW Note provides for an unsecured drawdown loan of up to $1,000,000, drawn in installments consisting of (i) $250,000 on or prior to September 8, 2023, (ii) $250,000 on or prior to September 20, 2023, and (iii) further drawdowns of up to $500,000
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468492/000095017023047034/0000950170-23-047034-index.htm
- Material Agreements
  HeartSciences Inc. entered into Senior Unsecured Promissory Drawdown Loan Note with Matthews Southwest Holdings, Inc. valued at up to $1,000,000 unsecured drawdown loan, issued in installments: $250,000 on or prior to September (effective 2023-09-07).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Matthews Southwest Holdings, Inc.
  - Value: up to $1,000,000 unsecured drawdown loan, issued in installments: $250,000 on or prior to September
  - Effective: 2023-09-07
  source text: On September 7, 2023, Heart Test Laboratories, Inc. (the "Company") entered into a Senior Unsecured Promissory Drawdown Loan Note (the "MSW Note") with Matthews Southwest Holdings, Inc. (the "Lender").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1468492/000095017023047034/0000950170-23-047034-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.