---
schema_version: "secwatch.filing_event.v1"
accession: "0001079973-23-000732"
form_type: "8-K"
ticker: "ASPU"
cik: "0001487198"
company_name: "ASPEN GROUP, INC."
filed_at: "2023-05-16T23:59:59+00:00"
generated_at: "2026-06-14T23:32:24.342576+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Aspen Group closes $12.4M private placement of 15% senior secured debentures with JGB Management

## Summary
- Sold $12.4M face value 15% senior secured debentures (11% OID, net ~$11M) and 2.2M warrants at $0.01/share exercise price.
- Proceeds used to repay $5M existing credit facility and for general working capital needs.
- Debentures mature May 12, 2026; 15% interest payable monthly; secured by substantially all assets.
- Warrants have 5-year term, anti-dilution protection, and a 4.99% beneficial ownership limitation.
- CEO states financing improves financial position and allows increased marketing spend for nursing programs.

## SEC filing metadata
- accession: 0001079973-23-000732
- form_type: 8-K
- ticker: ASPU
- cik: 0001487198
- company_name: ASPEN GROUP, INC.
- filed_at: 2023-05-16T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1487198/000107997323000732/0001079973-23-000732-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1487198/000107997323000732/aspu_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001079973-23-000732
- JSON: https://secwatch.observer/filing/0001079973-23-000732.json
- Plain text: https://secwatch.observer/filing/0001079973-23-000732.txt

## Key facts
- Debt Financings
  ASPEN GROUP, INC. incurred senior notes of $12.4 million with JGB Management Inc. at 15% maturing May 12, 2026.
  - Instrument: senior notes
  - Principal: $12.4 million
  - Counterparty: JGB Management Inc.
  - Rate: 15%
  - Maturity: May 12, 2026
  - Event: incurrence
  source text: On May 12, 2023, Aspen Group, Inc. (the “Company”) entered into a Securities Purchase Agreement with JGB Management Inc., (“JGB”) pursuant to which that day the Company sold to JGB a total of approximately $12.4 million in the aggregate principle amount of 15% Senior Secured Debentures
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487198/000107997323000732/0001079973-23-000732-index.htm
- Material Agreements
  ASPEN GROUP, INC. entered into Securities Purchase Agreement with JGB Management Inc. valued at Approximately $12.4 million aggregate principal amount of 15% Senior Secured Debentures and warrants (effective 2023-05-12).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: JGB Management Inc.
  - Value: Approximately $12.4 million aggregate principal amount of 15% Senior Secured Debentures and warrants
  - Effective: 2023-05-12
  source text: On May 12, 2023, Aspen Group, Inc. (the “Company”) entered into a Securities Purchase Agreement with JGB Management Inc., (“JGB”) pursuant to which that day the Company sold to JGB a total of approximately $12.4 million in the aggregate principle amount of 15% Senior Secured Debentures (“Debentures”) and five-year warrants to purchase a total of 2,214,114 shares of its common stock at an exercise price of $0.01 per share (the “Warrants”), for total gross proceeds of approximately $11 million, representing an 11% original issue discount on the Debentures, before deducting offering fees and expenses.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487198/000107997323000732/0001079973-23-000732-index.htm

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