{"schema_version":"secwatch.filing_event.v1","accession":"0001185185-24-000190","form_type":"8-K","ticker":null,"cik":"0001522222","company_name":"CLS Holdings USA, Inc.","filed_at":"2024-02-26T23:59:59+00:00","discovered_at":"2026-05-14T18:03:24.482581+00:00","generated_at":"2026-06-05T15:06:20.360196+00:00","sec_items":["1.01","9.01"],"event_type":"debt","sentiment":"positive","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"CLS Holdings issues $1.35M secured notes at 12%, redeems $1.2M+ debentures and 13.2M shares","bullets":["Issued four secured promissory notes for $1,350,000 total, 12% interest, maturing Feb 2026.","Used $1,250,000 of proceeds to redeem unsecured debentures bearing 15% interest, plus warrants and shares.","Retired $1,200,000 in principal and $326,250 in accrued interest on debentures.","Repurchased 13,174,402 shares at $0.045 each, reducing outstanding shares from 137.7M to 124.4M.","Remaining proceeds will be used for general working capital."],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-24-000190","json":"https://secwatch.observer/filing/0001185185-24-000190.json","markdown":"https://secwatch.observer/filing/0001185185-24-000190.md","text":"https://secwatch.observer/filing/0001185185-24-000190.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1522222/000118518524000190/0001185185-24-000190-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1522222/000118518524000190/cls20240225_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T15:06:20.360196+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":"9dbf93764e5643dc8c32c6a8f2b42480c8e3b9f0","claim":"CLS Holdings USA, Inc. entered into Redemption Agreement with Tribeca Investment Partners PTY LTD - Tribeca Global Natural Resources Fund and several related entities valued at Redemption of unsecured debentures (original principal $1,500,000, 15% interest), related warrants f (effective 2024-02-22).","evidence_excerpt":"On February 22, 2024, the Company entered into a Redemption Agreement with Tribeca Investment Partners PTY LTD - Tribeca Global Natural Resources Fund and several related entities to redeem unsecured debentures, bearing interest at 15% per annum, in aggregate original principal amount of $1,500,000.00 (the “ Debentures ”), related warrants to purchase 454,548 shares of the Company’s common stock, and 13,174,402 shares of the Company’s common stock (the “ Shares ”) for a total redemption price of $1,250,000.00 (the “ Redemption ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1522222/000118518524000190/0001185185-24-000190-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Tribeca Investment Partners PTY LTD - Tribeca Global Natural Resources Fund and several related entities"},{"label":"Value","value":"Redemption of unsecured debentures (original principal $1,500,000, 15% interest), related warrants f"},{"label":"Effective","value":"2024-02-22"}],"fact_type":"material_agreement"},{"claim_id":"ee64d10cfafdee389ebac799c90afd11b6bb34a5","claim":"CLS Holdings USA, Inc. entered into Secured Promissory Notes with accredited investors valued at Aggregate original principal amount of $1,350,000.00, bearing interest at 12% annually, secured by a (effective 2024-02-22).","evidence_excerpt":"On February 22, 2024, CLS Holdings USA, Inc., a Nevada corporation (the “ Company ”), entered into four secured promissory notes (the “ Notes ”) in aggregate original principal amount of $1,350,000.00. The Notes bear interest at 12% annually and are secured by all otherwise unencumbered assets of the Company or its subsidiaries permitted to be pledged by law. The Notes mature on February 28, 2026.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1522222/000118518524000190/0001185185-24-000190-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"accredited investors"},{"label":"Value","value":"Aggregate original principal amount of $1,350,000.00, bearing interest at 12% annually, secured by a"},{"label":"Effective","value":"2024-02-22"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}