FiscalNote Holdings, Inc. (NOTE): debt financing — FiscalNote extends $10.94M Legacy Notes maturity to April 2026; adds conversion rights

FiscalNote Holdings, Inc.

Legacy Notes aggregate $10.94M principal + PIK interest at 15% annually.
Maturity extended from July 31, 2025 to April 15, 2026.
Company may convert up to 20% of outstanding principal into Class A common stock at VWAP-based price.
Interest rate rises to 25% if net cash proceeds from share sales fail to cover Repayment Amount by original maturity.
If conversion proceeds insufficient, outstanding amount may double; extended repayment due by April 15, 2026.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

FiscalNote Holdings, Inc. amended convertible notes of $10.94 million outstanding (including accrued paid-in-kind interest) with Nautilus Venture Partners Fund I, L.P., Nautilus Venture Partners Fund II, L.P. and Wealth Plus Investments Ltd. at PIK interest of 15% per annum maturing Original Maturity Date July 31, 2025 extended to April 15, 2026.

Instrument: convertible notes
Principal: $10.94 million outstanding (including accrued paid-in-kind interest)
Counterparty: Nautilus Venture Partners Fund I, L.P., Nautilus Venture Partners Fund II, L.P. and Wealth Plus Investments Ltd.
Rate: PIK interest of 15% per annum
Maturity: Original Maturity Date July 31, 2025 extended to April 15, 2026
Event: amendment

Exact text from the filing

As of the Amendment Date, the Legacy Notes had an aggregate principal amount of $10.94 million outstanding (including accrued paid-in-kind interest (“ PIK Interest ”)). The Legacy Notes are unsecured and earn PIK interest of 15% per annum, payable annually in arrears. The Maturity Date of the Legacy Notes was July 31, 2025 (the “ Original Maturity Date ”), however, the Amendments extended the Original Maturity Date to April 15, 2026 (the “ Extended Maturity Date ”).

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Source: SEC EDGAR

accession 0001193125-25-067154

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