IDEANOMICS, INC.: debt financing — Ideanomics enters $1.4M convertible debenture deal, grants option to buy 70% of Timios/Fiducia for $2.5M

IDEANOMICS, INC.

Entered Amended Option Agreement granting YA II PN option to purchase 70% of Timios or Fiducia common stock for $2.5M, exercisable after May 30, 2023.
Issued $1.4M secured convertible debenture to YA II PN; $400k of proceeds used to satisfy outstanding promissory note.
Debenture carries 8% interest (18% on default), convertible at 95% of lowest 5-day VWAP.
Company may repay debenture before May 30, 2023 with 50% premium, which would terminate the option.
Debenture and conversion shares sold under Rule 506(b) exemption; not registered.

item 1.01 item 2.03 item 3.02 item 9.01

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

IDEANOMICS, INC. incurred convertible notes of $1,400,000 with YA II PN, LTD. at 8%.

Instrument: convertible notes
Principal: $1,400,000
Counterparty: YA II PN, LTD.
Rate: 8%
Event: incurrence

Exact text from the filing

repaid. Under the amended Secured Debenture Purchase Agreement, the Buyer purchased an additional debenture with substantially the same terms in the principal amount of $1,400,000. Subject to the satisfaction of the terms and conditions of this Agreement, on each Closing Date, (i) the Buyer shall deliver to the Company the Purchase Price for the

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

IDEANOMICS, INC. amended Amended and Restated Option Agreement with Timios Holdings Corp., Fiducia Real Estate Solutions, Inc., and YA II PN, LTD. valued at Option to purchase 70% of Timios or Fiducia common stock for USD 2,500,000 (effective 2023-03-30).

Action: amendment
Counterparty: Timios Holdings Corp., Fiducia Real Estate Solutions, Inc., and YA II PN, LTD.
Value: Option to purchase 70% of Timios or Fiducia common stock for USD 2,500,000
Effective: 2023-03-30

Exact text from the filing

On March 30, 2023, Ideanomics, Inc. (the “ Company ”) entered into an Amended and Restated Option Agreement (the “ Amended Option Agreement ”) with Timios Holdings Corp. (“ Timios ”), a Delaware corporation, Fiducia Real Estate Solutions, Inc. (“Fiducia”), a Delaware corporation, and YA II PN, LTD., a Cayman Islands exempt corporation (“ Buyer ”).

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

IDEANOMICS, INC. amended Amended and Restated Secured Debenture Purchase Agreement with YA II PN, LTD. valued at Issue and sale of additional secured convertible debenture with principal amount of USD 1,400,000 an (effective 2023-03-30).

Action: amendment
Agreement: credit facility
Counterparty: YA II PN, LTD.
Value: Issue and sale of additional secured convertible debenture with principal amount of USD 1,400,000 an
Effective: 2023-03-30

Exact text from the filing

On March 30, 2023, the Company entered into the First Amendment to the Secured Debenture Purchase Agreement (the “ Amended SDPA ”) with the Buyer, which amended the original Secured Convertible Debenture Agreement (the “ Original SDPA ”), and simultaneously consummated the sale to the Investor of a Secured Convertible Debenture (the “ Debenture ”) in a private placement pursuant to the SDPA.

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Source: SEC EDGAR

accession 0001104659-23-039755

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