26 Capital Acquisition Corp.: debt financing — 26 Capital enters $1M convertible note with sponsor affiliate for working capital; borrows $560k

26 Capital Acquisition Corp.

Company issued up to $1M convertible note to Spring Owl Asset Management, an affiliate of sponsor 26 Capital Holdings.
Borrowings: $200k on July 19, $150k on July 25, $110k on Aug 3, $100k on Aug 8 under the new note.
Amended existing secured note with sponsor to terminate remaining $700k undrawn; max reduced from $2M to $1.3M.
Note may convert into Class A common stock at 30-day avg closing price upon merger close, subject to shareholder approval.
Proceeds support fees, expenses, and general corporate purposes related to pending merger with Tiger Resort Asia (Okada Manila).

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

26 Capital Acquisition Corp. incurred convertible notes of $200,000, $150,000, $110,000 and $100,000 with Spring Owl Asset Management LLC.

Instrument: convertible notes
Principal: $200,000, $150,000, $110,000 and $100,000
Counterparty: Spring Owl Asset Management LLC
Event: incurrence

Exact text from the filing

On July 19, 2023, July 25, 2023, August 3, 2023 and August 8, 2023, the Company borrowed $200,000, $150,000, $110,000 and $100,000, respectively available to it under the Convertible Note.

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

26 Capital Acquisition Corp. incurred convertible notes of up to an aggregate maximum amount of $1,000,000 with Spring Owl Asset Management LLC maturing upon the earliest to occur of (a) the satisfaction of all conditions set forth in Article 7 of that certain Agreement and Plan of Merger... (b) the date that th.

Instrument: convertible notes
Principal: up to an aggregate maximum amount of $1,000,000
Counterparty: Spring Owl Asset Management LLC
Maturity: upon the earliest to occur of (a) the satisfaction of all conditions set forth in Article 7 of that certain Agreement and Plan of Merger... (b) the date that th
Event: incurrence

Exact text from the filing

On August 2, 2023, 26 Capital Acquisition Corp. (the "Company") issued a convertible promissory note (the "Convertible Note") to Spring Owl Asset Management LLC (the "Payee"), an affiliate of 26 Capital Holdings LLC, the Company's sponsor (the "Sponsor"), pursuant to which the Company may borrow up to an aggregate maximum amount of $1,000,000 from the Payee to pay fees and expenses and for other general corporate purposes.

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

26 Capital Acquisition Corp. amended convertible notes.

Instrument: convertible notes
Event: amendment

Exact text from the filing

on August 8, 2023, the Company entered into an amendment (the "Amendment") of the existing secured convertible promissory note (the "Secured Note") issued by the Company to the Sponsor, entered into on June 29, 2023, pursuant to such Amendment, the parties agreed to amend the Secured Note by terminating the remaining $700,000 of undrawn amounts available to the Company to borrow under the Secured Note.

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

26 Capital Acquisition Corp. entered into Convertible Note with Spring Owl Asset Management LLC valued at up to an aggregate maximum amount of $1,000,000 (effective 2023-08-02).

Action: entry
Agreement: credit facility
Counterparty: Spring Owl Asset Management LLC
Value: up to an aggregate maximum amount of $1,000,000
Effective: 2023-08-02

Exact text from the filing

On August 2, 2023, 26 Capital Acquisition Corp. (the “Company”) issued a convertible promissory note (the “Convertible Note”) to Spring Owl Asset Management LLC (the “Payee”), an affiliate of 26 Capital Holdings LLC, the Company’s sponsor (the “Sponsor”), pursuant to which the Company may borrow up to an aggregate maximum amount of $1,000,000 from the Payee to pay fees and expenses and for other general corporate purposes.

View on SEC.gov

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

26 Capital Acquisition Corp. amended Amendment with the Sponsor valued at terminating the remaining $700,000 of undrawn amounts (effective 2023-08-08).

Action: amendment
Agreement: credit facility
Counterparty: the Sponsor
Value: terminating the remaining $700,000 of undrawn amounts
Effective: 2023-08-08

Exact text from the filing

on August 8, 2023, the Company entered into an amendment (the “Amendment”) of the existing secured convertible promissory note (the “Secured Note”) issued by the Company to the Sponsor, entered into on June 29, 2023, pursuant to such Amendment, the parties agreed to amend the Secured Note by terminating the remaining $700,000 of undrawn amounts available to the Company to borrow under the Secured Note.

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Source: SEC EDGAR

accession 0001213900-23-064641

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