Fathom Holdings Inc. (FTHM): debt financing — Fathom issues $3.5M convertible note; reiterates adjusted EBITDA breakeven Q2 2023

Fathom Holdings Inc.

Net proceeds of $3.3M from $3.5M convertible note after $175K placement agent fee to Roth Capital.
Conversion price $6.00/share, ~18.3% premium over prior close; matures April 12, 2025.
Interest rate SOFR +5% annually, min 8%, paid quarterly in cash; secured by all assets and subsidiary guarantees.
Management reiterates adjusted EBITDA breakeven in Q2 and cash flow breakeven in Q3 2023.
Beneficial ownership conversion cap at 4.99% (adjustable to 9.99%); Nasdaq 19.99% issuance limit.

item 1.01 item 2.03 item 3.02 item 3.03 item 8.01 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

Fathom Holdings Inc. incurred convertible notes of $3,500,000 with an accredited investor at monthly average SOFR plus 5% per annum, minimum 8% maturing April 12, 2025.

Instrument: convertible notes
Principal: $3,500,000
Counterparty: an accredited investor
Rate: monthly average SOFR plus 5% per annum, minimum 8%
Maturity: April 12, 2025
Event: incurrence

Exact text from the filing

On April 13, 2023, Fathom Holdings Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an accredited investor (the “Investor”) and issued a Senior Secured Convertible Promissory Note in principal amount of $3,500,000 (the “Note”), in a private placement (the “Offering”).

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

Fathom Holdings Inc. entered into Senior Secured Convertible Promissory Note with accredited investor valued at Convertible promissory note in principal amount of $3,500,000, interest at monthly average SOFR plus (effective 2023-04-13).

Action: entry
Agreement: credit facility
Counterparty: accredited investor
Value: Convertible promissory note in principal amount of $3,500,000, interest at monthly average SOFR plus
Effective: 2023-04-13

Exact text from the filing

The Company shall pay interest to the Investor quarterly in cash on the principal amount of the Note at a rate which fluctuates every calendar month, and is equal to (i) the monthly average Secured Overnight Financing Rate (SOFR) plus (ii) 5%, per annum (subject to certain adjustments, as provided therein); provided, that the rate of interest for any month will be at least 8% per annum.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

Fathom Holdings Inc. entered into Securities Purchase Agreement with accredited investor valued at $3,500,000 Senior Secured Convertible Promissory Note (effective 2023-04-13).

Action: entry
Agreement: notes offering
Counterparty: accredited investor
Value: $3,500,000 Senior Secured Convertible Promissory Note
Effective: 2023-04-13

Exact text from the filing

On April 13, 2023, Fathom Holdings Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an accredited investor (the “Investor”) and issued a Senior Secured Convertible Promissory Note in principal amount of $3,500,000 (the “Note”), in a private placement (the “Offering”).

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

Fathom Holdings Inc. entered into Subsidiary Guarantee with accredited investor valued at Guarantee of the Note by certain material subsidiaries (effective 2023-04-13).

Action: entry
Counterparty: accredited investor
Value: Guarantee of the Note by certain material subsidiaries
Effective: 2023-04-13

Exact text from the filing

The obligations under the Note are guaranteed by certain of the Company’s existing and future material subsidiaries (the “Material Subsidiaries”), pursuant to the Subsidiary Guarantee by the Material Subsidiaries in favor of the Investor.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

Fathom Holdings Inc. entered into Security Agreement with accredited investor valued at Secures the Note by all of the Company's existing and future assets (effective 2023-04-13).

Action: entry
Counterparty: accredited investor
Value: Secures the Note by all of the Company's existing and future assets
Effective: 2023-04-13

Exact text from the filing

The Note is secured by all the Company’s existing and future assets, pursuant to the Security Agreement by and between the Company and the Investor.

View on SEC.gov

10 debt financings filed in the last 30 days. Browse all debt financings →

Fathom Holdings Inc. filing history →

Source: SEC EDGAR

accession 0001104659-23-045569

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