LiveOne exchanges ~$21.2M notes for Series A Preferred; settles SoundExchange litigation

LiveOne, Inc.

Exchanged notes totaling ~$21.2M with Harvest funds and Trinad Capital for 21,177 shares of Series A Perpetual Convertible Preferred, stated value $1,000, convertible at $2.10/share, 12% dividend.
Issued 600,000 common shares to Harvest funds and 200,000 to Trinad Capital as additional consideration; also 25,000 shares for interest extension.
CEO Robert Ellin agreed to remain CEO until Harvest no longer owns Series A Preferred; term extended to Sept 7, 2023, cash salary resumed.
Settled litigation with SoundExchange: company to make monthly payments over 24 months; SX agreed not to enforce prior judgment.

item 1.01 item 5.02 item 2.03 item 3.02 item 5.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

LiveOne, Inc.: Filed Certificate of Designation designating 100,000 shares of preferred stock as Series A Perpetual Convertible Preferred Stock (effective 2023-02-02).

Change: charter amendment
Effective: 2023-02-02

Exact text from the filing

On February 2, 2023, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware designating 100,000 shares of the Company’s preferred stock as “Series A Perpetual Convertible Preferred Stock”.

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

LiveOne, Inc. entered into Exchange Agreement with Harvest Small Cap Partners Master, Ltd., Harvest Small Cap Partners, L.P., and Trinad Capital Master Fund Ltd. valued at $10,503,965; $4,496,035; $6,177,218 (effective 2023-02-03).

Action: entry
Counterparty: Harvest Small Cap Partners Master, Ltd., Harvest Small Cap Partners, L.P., and Trinad Capital Master Fund Ltd.
Value: $10,503,965; $4,496,035; $6,177,218
Effective: 2023-02-03

Exact text from the filing

As of February 3, 2023 (the “Effective Date”), LiveOne, Inc. (the “Company”) entered into an exchange agreement (collectively, the “Exchange Agreements”) with (i) Harvest Small Cap Partners Master, Ltd. (“HSCPM”) in regard to that certain 8.5% Senior Secured Convertible Note in the aggregate amount of $10,503,965

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13 governance changes filed in the last 30 days. Browse all governance changes →

LiveOne, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-23-008720

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