Digital Brands Group enters $4M OID note financing, issues warrants and incentive shares

Digital Brands Group, Inc.

Aggregate principal $4M (proceeds $3.2M after 20% OID); maturity Feb 15, 2023.
Issued 469,480 five-year warrants exercisable at $4.26 per share; 60,000 incentive shares.
If not repaid by maturity, note converts to common at Nasdaq closing price; CEO provides personal guarantee.
Mandatory prepayment triggers: 50% of balance if any financing < $4M, 100% if ≥ $4M.
Registration rights triggered if notes unpaid by maturity; filing within 45 days.

item 1.01 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

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

Digital Brands Group, Inc. entered into Registration Rights Agreement with the Investors (effective 2022-12-29).

Action: entry
Counterparty: the Investors
Effective: 2022-12-29

Exact text from the filing

In addition, the Company entered into a Registration Rights Agreement with the Investors, dated December 29, 2022 (the "RRA").

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

Digital Brands Group, Inc. entered into Securities Purchase Agreement with various purchasers (the "Investors") valued at $4,000,000 (effective 2022-12-29).

Action: entry
Agreement: equity purchase
Counterparty: various purchasers (the "Investors")
Value: $4,000,000
Effective: 2022-12-29

Exact text from the filing

On December 29, 2022, Digital Brands Group, Inc. (the "Company") and various purchasers (the "Investors") executed a Securities Purchase Agreement (the "SPA") whereby the Investors purchased from the Company 20% Original Issue Discount (the "OID") promissory notes (the "Notes") in the aggregate principal amount of $4,000,000 (with an aggregate subscription amount of $3,200,000).

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23 material agreements filed in the last 30 days. Browse all material agreements →

Digital Brands Group, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-23-000843

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