{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-118210","form_type":"8-K","ticker":null,"cik":"0001869673","company_name":"Berenson Acquisition Corp. I","filed_at":"2024-04-26T23:59:59+00:00","discovered_at":"2026-05-14T18:03:21.030117+00:00","generated_at":"2026-06-03T06:43:13.207333+00:00","sec_items":["1.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Custom Health secures $15M convertible notes from Cable Car; first $3.5M drawn","bullets":["Aggregate principal up to $15M; initial tranche of $3.5M purchased April 22, 2024.","Notes bear 15% interest (7.5% cash + 7.5% PIK), maturity 5 years, conversion price based on VWAP with $3 floor and $11 cap.","Compensation shares: 100,000 shares before merger plus 50,000 per $1M additional notes to Cable Car.","Registration rights granted for resale of conversion shares; combined company must file within 15 days of necessity.","Notes secured by first-priority lien on assets of Custom Health and its subsidiaries."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-118210","json":"https://secwatch.observer/filing/0001193125-24-118210.json","markdown":"https://secwatch.observer/filing/0001193125-24-118210.md","text":"https://secwatch.observer/filing/0001193125-24-118210.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1869673/000119312524118210/0001193125-24-118210-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1869673/000119312524118210/d827064d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-03T06:43:13.207333+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":"0fe267c76af2acb3842903637bda8800ce895b53","claim":"Berenson Acquisition Corp. I entered into Cable Car Promissory Note with Funicular Funds, LP valued at $3,500,000 (effective 2024-04-22).","evidence_excerpt":"Pursuant to the Cable Car NPA, Cable Car purchased $3,500,000 of convertible notes (“First Tranche”), as was evidenced by a promissory note (the “Cable Car Promissory Note”) dated April 22, 2024, by and between Custom Health and Cable Car as the Lead Buyer and Collateral Agent","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1869673/000119312524118210/0001193125-24-118210-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Funicular Funds, LP"},{"label":"Value","value":"$3,500,000"},{"label":"Effective","value":"2024-04-22"}],"fact_type":"material_agreement"},{"claim_id":"9c57e47e4af68641ee9b0d8134aeef24093a1bca","claim":"Berenson Acquisition Corp. I entered into Cable Car Guaranty with certain direct and indirect subsidiaries of Custom Health (effective 2024-04-22).","evidence_excerpt":"Certain direct and indirect subsidiaries of Custom Health also provided a guaranty (the “Cable Car Guaranty”), whereby each of them unconditionally guaranteed, as primary obligor and not merely as surety, the prompt and complete payment and performance when due, whether by demand, acceleration or otherwise, of the obligations of Custom Health under the Cable Car Promissory Note in the currency in which and as such obligations are to be paid or performed","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1869673/000119312524118210/0001193125-24-118210-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"certain direct and indirect subsidiaries of Custom Health"},{"label":"Effective","value":"2024-04-22"}],"fact_type":"material_agreement"},{"claim_id":"e5d52170af1f09a0d56e71bc79c5cfab846cb91b","claim":"Berenson Acquisition Corp. I entered into Senior Secured Note Purchase Agreement with Funicular Funds, LP and other buyers valued at $15,000,000 (effective 2024-04-22).","evidence_excerpt":"On April 22, 2024, BACA, Custom Health, and certain direct and indirect subsidiaries of Custom Health, entered into a Senior Secured Note Purchase Agreement (“Cable Car NPA”) with Funicular Funds, LP (“Cable Car”) and other buyers who purchase Notes from time to time under the Cable Car NPA, pursuant to which Custom Health authorized the issuance of a new series of Senior Secured Convertible Notes of Custom Health, up to, in the aggregate, an original principal amount of $15,000,000 (collectively, the “Notes” and each a “Note”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1869673/000119312524118210/0001193125-24-118210-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Funicular Funds, LP and other buyers"},{"label":"Value","value":"$15,000,000"},{"label":"Effective","value":"2024-04-22"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}