Kiromic Biopharma, Inc.: debt financing — Kiromic BioPharma exchanges $8M notes for Series C preferred, issues $2M new note at 25% interest

Kiromic Biopharma, Inc.

Exchanged $8M of 25% Senior Secured Convertible Notes for 8,000 shares of Series C Convertible Voting Preferred Stock.
Issued a new $2M 25% Senior Secured Convertible Promissory Note due March 28, 2024, convertible at $6.50/share.
Series C Preferred carries 25% annual dividend, liquidation preference, and voting rights on as-converted basis.
Exchange exempt from registration under Section 3(a)(9); new note issued under Section 4(a)(2) of Securities Act.
Filed Certificate of Designation for Series C Preferred with Delaware Secretary of State on March 30, 2023.

item 1.01 item 2.03 item 3.02 item 5.03 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

Kiromic Biopharma, Inc. incurred convertible notes of $2,000,000 with the Holder at 25% per annum maturing March 28, 2024.

Instrument: convertible notes
Principal: $2,000,000
Counterparty: the Holder
Rate: 25% per annum
Maturity: March 28, 2024
Event: incurrence

Exact text from the filing

on March 28, 2023, the Company pursuant to the previously disclosed note purchase agreement dated January 20, 2023 (the “Agreement”) issued a 25% Senior Secured Convertible Promissory Note (the “Note”) to the Holder. The Note has a principal amount of $2,000,000, bears interest at a rate of 25% per annum (the “Stated Rate”) and matures on March 28, 2024 (the “Maturity Date”)

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

Kiromic Biopharma, Inc. entered into Note with the Holder valued at $2,000,000 (effective 2023-03-28).

Action: entry
Agreement: notes offering
Counterparty: the Holder
Value: $2,000,000
Effective: 2023-03-28

Exact text from the filing

on March 28, 2023, the Company pursuant to the previously disclosed note purchase agreement dated January 20, 2023 (the “Agreement”) issued a 25% Senior Secured Convertible Promissory Note (the “Note”) to the Holder.

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

Kiromic Biopharma, Inc. entered into Exchange Agreement with the Holder valued at $8 million (effective 2023-03-28).

Action: entry
Agreement: equity purchase
Counterparty: the Holder
Value: $8 million
Effective: 2023-03-28

Exact text from the filing

On March 28, 2023, Kiromic BioPharma, Inc. (the “Company”) entered into an Exchange Agreement (the “Exchange Agreement”) with the holder of promissory notes of the Company (the “Holder”) pursuant to which the Holder agreed to exchange aggregate principal amount of $8 million of the Company’s 25% Senior Secured Convertible Promissory Notes (the “Exchange Notes”) for 8,000 shares of Series C Convertible Voting Preferred Stock

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Source: SEC EDGAR

accession 0001104659-23-040268

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