Getaround, Inc: debt financing — Getaround refinances with $15M super priority note, plans special meeting for convertible note adjustments

Getaround, Inc

Repaid $3M bridge note and issued $15.05M super priority note to Mudrick Capital at 8% interest, maturing August 7, 2024.
Conversion rate on existing 8%/9.5% convertible notes may adjust to 500 or 4,000 shares per $1,000 principal if note not repaid by Jan 31, 2024.
Company must seek meaningful junior debt/equity investment or sale by Oct 27, 2023, and engage with prospective counterparties.
Special stockholder meeting to approve conversion rate adjustments must be held by January 31, 2024.
Company expects to file all delinquent periodic reports (including FY2022 audit) by November 15, 2023.

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

Getaround, Inc incurred senior notes of $15,050,685 with Mudrick Capital Management L.P. on behalf of certain funds at 8.00% per annum maturing August 7, 2024.

Instrument: senior notes
Principal: $15,050,685
Counterparty: Mudrick Capital Management L.P. on behalf of certain funds
Rate: 8.00% per annum
Maturity: August 7, 2024
Event: incurrence

Exact text from the filing

On September 8, 2023, the Company issued and sold to Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (the “Purchaser”), a super priority note in an aggregate amount of $15,050,685 (the “Note”)

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Getaround, Inc amended Bridge Note with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (effective 2023-09-06).

Action: amendment
Agreement: credit facility
Counterparty: Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates
Effective: 2023-09-06

Exact text from the filing

In connection with the Refinancing Transaction, on September 6, 2023, the Company and the Bridge Noteholder amended the Bridge Note to extend the maturity date thereunder to 11:59 p.m. Eastern Time on September 8, 2023.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.85

Getaround, Inc terminated Bridge Note with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (effective 2023-09-08).

Action: termination
Agreement: credit facility
Counterparty: Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates
Effective: 2023-09-08

Exact text from the filing

In the Refinancing Transaction, among other things, (i) the Company repaid in full the principal and unpaid accrued interest under a promissory note (the “Bridge Note”) with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (the “Bridge Noteholder”), dated August 7, 2023

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

Getaround, Inc entered into First Supplemental Indenture with U.S. Bank Trust Company, National Association, as trustee and collateral agent (effective 2023-09-08).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association, as trustee and collateral agent
Effective: 2023-09-08

Exact text from the filing

The terms of the Note are set forth in the First Supplemental Indenture, dated as of September 8, 2023 (the “Supplemental Indenture”) to the Indenture dated as of December 8, 2022 (the “Base Indenture” and, together with the Supplemental Indenture, the “Indenture”) by and among the Company, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and collateral agent.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Getaround, Inc entered into Subscription Agreement with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates valued at $15,050,685 (effective 2023-09-08).

Action: entry
Agreement: notes offering
Counterparty: Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates
Value: $15,050,685
Effective: 2023-09-08

Exact text from the filing

On September 8, 2023, the Company issued and sold to Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (the “Purchaser”), a super priority note in an aggregate amount of $15,050,685 (the “Note”) pursuant to a subscription agreement dated September 8, 2023 (the “Subscription Agreement”), by and between the Purchaser and the Company, and the form of global note attached thereto.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.85

Getaround, Inc entered into Bridge Note with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (effective 2023-08-07).

Action: entry
Agreement: credit facility
Counterparty: Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates
Effective: 2023-08-07

Exact text from the filing

In the Refinancing Transaction, among other things, (i) the Company repaid in full the principal and unpaid accrued interest under a promissory note (the “Bridge Note”) with Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (the “Bridge Noteholder”), dated August 7, 2023

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Source: SEC EDGAR

accession 0000950170-23-047783

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