{"schema_version":"secwatch.filing_event.v1","accession":"0001185185-23-000333","form_type":"8-K","ticker":"FUST","cik":"0001636051","company_name":"FUSE GROUP HOLDING INC.","filed_at":"2023-04-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:39.764677+00:00","generated_at":"2026-06-17T02:39:27.017251+00:00","sec_items":["1.01","2.03","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.4,"calibrated_materiality_score":0.4,"confidence":"high","headline":"Fuse Group raises $100k via two convertible notes at 3% interest, $0.45 conversion price","bullets":["Entered two Convertible Promissory Note Purchase Agreements with Liu Marketing (M) Sdn. Bhd. for $50,000 each on Feb 24 and Apr 10, 2023.","Notes bear 3% annual interest, mature 24 months from funding; conversion price $0.45/share at holder's option.","Total principal amount of $100,000; both notes sold under Regulation S exemption from registration.","Interest payable on Feb 24 and Apr 10 of 2024 and 2025; default triggers 90-day cure period."],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-23-000333","json":"https://secwatch.observer/filing/0001185185-23-000333.json","markdown":"https://secwatch.observer/filing/0001185185-23-000333.md","text":"https://secwatch.observer/filing/0001185185-23-000333.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/0001185185-23-000333-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/fusegroup20230412_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-17T02:39:27.017251+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"32b74e988a2dd5412a1c34b6fe90ea8443e1b55c","claim":"FUSE GROUP HOLDING INC. incurred convertible notes of $50,000 with Liu Marketing (M) Sdn. Bhd. at 3% per annum maturing twenty-four months from the date that the purchase price of the Second Note is paid to the Company.","evidence_excerpt":"the Company sold a Convertible Promissory Note to the Purchaser with a principal amount of $50,000 (the \"Second Note\"). The Second Note bears interest at the rate of 3% per annum, which are payable on April 10 of 2024 and 2025.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/0001185185-23-000333-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$50,000"},{"label":"Counterparty","value":"Liu Marketing (M) Sdn. Bhd."},{"label":"Rate","value":"3% per annum"},{"label":"Maturity","value":"twenty-four months from the date that the purchase price of the Second Note is paid to the Company"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"4ba2d4a72a3446419ec8a8c63e45ccff2c31c409","claim":"FUSE GROUP HOLDING INC. incurred convertible notes of $50,000 with Liu Marketing (M) Sdn. Bhd. at 3% per annum maturing twenty-four months from the date that the purchase price of the First Note is paid to the Company.","evidence_excerpt":"the Company sold a Convertible Promissory Note to the Purchaser with a principal amount of $50,000 (the \"First Note\"). The First Note bears interest at the rate of 3% per annum, which are payable on February 24 of 2024 and 2025.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/0001185185-23-000333-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$50,000"},{"label":"Counterparty","value":"Liu Marketing (M) Sdn. Bhd."},{"label":"Rate","value":"3% per annum"},{"label":"Maturity","value":"twenty-four months from the date that the purchase price of the First Note is paid to the Company"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"d924905a4d0c70cf322c0d9bc8a8845e872f5dd4","claim":"FUSE GROUP HOLDING INC. entered into Convertible Promissory Note Purchase Agreement with Liu Marketing (M) Sdn. Bhd. valued at $50,000 (effective 2023-04-10).","evidence_excerpt":"On February 24, 2023, Fuse Group Holding Inc. (the “Company”), entered into a Convertible Promissory Note Purchase Agreement (the “First Agreement”) with Liu Marketing (M) Sdn. Bhd., a company organized under the laws of Malaysia (the “Purchaser”). Pursuant to the First Agreement, the Company sold a Convertible Promissory Note to the Purchaser with a principal amount of $50,000 (the “First Note”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/0001185185-23-000333-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Liu Marketing (M) Sdn. Bhd."},{"label":"Value","value":"$50,000"},{"label":"Effective","value":"2023-04-10"}],"fact_type":"material_agreement"},{"claim_id":"d924905a4d0c70cf322c0d9bc8a8845e872f5dd4","claim":"FUSE GROUP HOLDING INC. entered into Convertible Promissory Note Purchase Agreement with Liu Marketing (M) Sdn. Bhd. valued at $50,000 (effective 2023-04-10).","evidence_excerpt":"On April 10, 2023, the Company entered into another Convertible Promissory Note Purchase Agreement (the “Second Agreement”) with the Purchaser. Pursuant to the Second Agreement, the Company sold a Convertible Promissory Note to the Purchaser with a principal amount of $50,000 (the “Second Note”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1636051/000118518523000333/0001185185-23-000333-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Liu Marketing (M) Sdn. Bhd."},{"label":"Value","value":"$50,000"},{"label":"Effective","value":"2023-04-10"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}