{"schema_version":"secwatch.filing_event.v1","accession":"0001062993-23-018364","form_type":"8-K","ticker":"ZSTK","cik":"0001790169","company_name":"ZeroStack Corp.","filed_at":"2023-09-21T23:59:59+00:00","discovered_at":"2026-05-14T18:03:35.257976+00:00","generated_at":"2026-06-10T10:55:35.644544+00:00","sec_items":["1.01","3.02","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.55,"calibrated_materiality_score":0.55,"confidence":"high","headline":"Flora Growth prices $2.7M registered direct offering and private placement of 1.37M units at $2.00","bullets":["1,369,000 common shares + warrants sold at $2.00/unit; gross proceeds ~$2.7M, net ~$2.4M.","Warrants exercisable at $2.50/share, begin six months after issuance, expire in 5.5 years.","Existing warrants from Nov 2021 & Dec 2022 amended to $2.50 exercise price and 5-year term.","A.G.P./Alliance Global Partners served as placement agent; 6% cash fee plus $90k expense reimbursement.","Net proceeds to fund operating capacity, working capital, and general corporate purposes."],"urls":{"canonical":"https://secwatch.observer/filing/0001062993-23-018364","json":"https://secwatch.observer/filing/0001062993-23-018364.json","markdown":"https://secwatch.observer/filing/0001062993-23-018364.md","text":"https://secwatch.observer/filing/0001062993-23-018364.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1790169/000106299323018364/0001062993-23-018364-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1790169/000106299323018364/form8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T10:55:35.644544+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"63c28a375b2fd825a6e4163bbb6bba10e941cb1e","claim":"ZeroStack Corp. entered into Securities Purchase Agreement with institutional investors valued at Combined purchase price $2.00 per Offered Share and associated Investor Warrant; net proceeds approx (effective 2023-09-18).","evidence_excerpt":"On September 18, 2023, Flora Growth Corp., a corporation organized under the laws of the Province of Ontario (\" Flora \" or the \" Company \"), entered into a securities purchase agreement (the \" Securities Purchase Agreement \") with certain institutional investors (the \" Investors \") in connection with the issuance and sale by the Company in a registered direct offering (the \" Registered Direct Offering \") of 1,369,000 of the Company's common shares, no par value per share (the \" Common Shares \" and, such number of Common Shares issued and sold in the Offering, the \" Offered Shares \"), pursuant to the Company's effective shelf registration statement on Form S-3 (File No. 333-274204) and a related base prospectus, together with the related prospectus supplement dated as of September 20, 2023 (such registration statement, prospectus and prospectus supplement, collectively, the \" Registration Statement \"), filed with the Securities and Exchange Commission.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1790169/000106299323018364/0001062993-23-018364-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"institutional investors"},{"label":"Value","value":"Combined purchase price $2.00 per Offered Share and associated Investor Warrant; net proceeds approx"},{"label":"Effective","value":"2023-09-18"}],"fact_type":"material_agreement"},{"claim_id":"ed4295031042bffa0d1316d4ff2811c1e076cf1e","claim":"ZeroStack Corp. entered into Placement Agent Agreement with A.G.P./Alliance Global Partners valued at Cash fee equal to 6.0% of gross proceeds; reimbursement of legal fees and expenses up to $75,000 plu (effective 2023-09-18).","evidence_excerpt":"Pursuant to a placement agent agreement (the \" Placement Agent Agreement \"), A.G.P./Alliance Global Partners (\" A.G.P. \") acted as placement agent in connection with Offerings, and in consideration therefor the Company agreed to register and issue to A.G.P. unregistered warrants (the \" Placement Agent Warrants \", and together with the Investor Warrants, the \" Warrants \") to purchase up to 54,760 Common Shares (the \" Placement Agent Warrant Shares \", and together with the Investor Warrant Shares, the \" Warrant Shares \") pursuant to the Registration Statement.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1790169/000106299323018364/0001062993-23-018364-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"A.G.P./Alliance Global Partners"},{"label":"Value","value":"Cash fee equal to 6.0% of gross proceeds; reimbursement of legal fees and expenses up to $75,000 plu"},{"label":"Effective","value":"2023-09-18"}],"fact_type":"material_agreement"},{"claim_id":"fb8cf9e2c4ae75ea935a76aa035b169ac914af32","claim":"ZeroStack Corp. amended Warrant Amendments with Investors valued at Amendment to exercise price to $2.50 per share and extension of termination date to five years follo (effective 2023-09-18).","evidence_excerpt":"In connection with the Offerings, on September 18, 2023, the Company entered into an amendment to certain common share purchase warrants (the \" Warrant Amendments \") issued to the Investors by the Company in November 2021 and December 2022.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1790169/000106299323018364/0001062993-23-018364-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"Investors"},{"label":"Value","value":"Amendment to exercise price to $2.50 per share and extension of termination date to five years follo"},{"label":"Effective","value":"2023-09-18"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}