Pegasus Digital Mobility Acquisition Corp.: debt financing — Pegasus Digital Mobility signs definitive business combination with Schmid, expects close in Q4 2023

Pegasus Digital Mobility Acquisition Corp.

Business Combination Agreement signed May 31, 2023; Pegasus to merge with Schmid, TopCo to become 'Schmid Group N.V.'
Closing requires at least $35M cash from trust or PIPE; minimum net tangible assets of $5M post-closing.
Issued $1.4M non-convertible unsecured promissory note to sponsor for funding; repayable upon earlier of Dec 31, 2023 or business consummation.
Sponsor and insiders agreed to vote in favor and enter one-year lock-up; 2.8125M Class B shares reserved for non-redemption or PIPE.
PIPE discussions ongoing; registration rights and warrant assumption agreements also entered into.

item 1.01 item 2.03 item 3.02 item 7.01 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

Pegasus Digital Mobility Acquisition Corp. incurred loan of $1,400,000 with the Sponsor at bears no interest maturing December 31, 2023.

Instrument: loan
Principal: $1,400,000
Counterparty: the Sponsor
Rate: bears no interest
Maturity: December 31, 2023
Event: incurrence

Exact text from the filing

On May 31, 2023, Pegasus issued a non-convertible unsecured promissory note (the “ May Promissory Note ”) in the principal amount of $1,400,000 to the Sponsor.

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

Pegasus Digital Mobility Acquisition Corp. entered into Business Combination Agreement with Gebr. SCHMID GmbH (effective 2023-05-31).

Action: entry
Agreement: merger
Counterparty: Gebr. SCHMID GmbH
Effective: 2023-05-31

Exact text from the filing

On May 31, 2023, Pegasus Digital Mobility Acquisition Corp., a Cayman Islands exempted company (" Pegasus "), entered into a Business Combination Agreement (as it may be amended, supplemented, or otherwise modified from time to time, the " Business Combination Agreement "), by and among Pegasus, Gebr. SCHMID GmbH, a German limited liability company (" Schmid "), Pegasus Topco B.V., a Dutch private limited liability company and wholly-owned subsidiary of Pegasus (" TopCo ") and Pegasus MergerSub Corp., a Cayman Islands exempted company and wholly-owned subsidiary of TopCo (" Merger Sub ").

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Source: SEC EDGAR

accession 0001104659-23-066544

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