Digital Health Acquisition Corp. increases backstop commitment to $7M and amends PIPE terms

VSEE HEALTH, INC.

Sponsor backstop commitment raised from $2M to up to $7M for additional PIPE financing.
Series A Convertible Preferred Stock capped at 15,000 shares; warrant redemption revised on change of control.
Closing deadline for PIPE set to July 10, 2023, subject to consent.
Agreements amended to allow sponsor/designees to purchase backstop commitment and include lock-up agreements.
PIPE SPA amended to increase minimum proceeds from $7.5M to $8M (already disclosed) and add lock-up provisions.

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

VSEE HEALTH, INC. amended "Backstop Amendment" with Digital Health Sponsor LLC valued at up to an additional $7,000,000 (effective 2023-04-11).

Action: amendment
Agreement: equity purchase
Counterparty: Digital Health Sponsor LLC
Value: up to an additional $7,000,000
Effective: 2023-04-11

Exact text from the filing

On April 11, 2023, the Company amended the Backstop Agreement (the “Backstop Amendment”) to increase the amount of the additional PIPE Financing from $2,000,000 to up to an additional $7,000,000, to clarify that Sponsor and/or its designees may purchase the Backstop Commitment and to include a form of lock up agreement.

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

VSEE HEALTH, INC. amended "PIPE SPA Amendment" with the investors party to the PIPE SPA (effective 2023-04-11).

Action: amendment
Agreement: equity purchase
Counterparty: the investors party to the PIPE SPA
Effective: 2023-04-11

Exact text from the filing

On April 11, 2023, the Company amended the PIPE SPA (the “PIPE SPA Amendment”) to, among other things, (a) amend and restate the form of Certificate of Designation to provide the aggregate number of shares of Series A Preferred Stock issuable thereunder shall not exceed 15,000, (b) amend and restate the form of PIPE Warrant to provide for the ability of the Company to redeem the PIPE Warrants for cash or securities upon a change of control of the Company, and (c) revise certain closing conditions for the PIPE Financing.

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VSEE HEALTH, INC. filing history →

Source: SEC EDGAR

accession 0001104659-23-044276

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