Signing Day Sports, Inc.: debt financing — Signing Day Sports closes IPO; converts $7.77M debt to equity, issues 4.3M shares

Signing Day Sports, Inc.

IPO closed Nov 16, gross proceeds $6M, net ~$4.8M after underwriting and expenses.
$6.3M of 6% convertible notes and $1.465M of 8% convertible notes converted into 2,774,200 and 586,000 shares at $2.50 per share.
Automatic warrants for 940,000 shares exercised; $2.35M principal of 8% notes deemed repaid; $113K accrued interest to be paid.
CEO Daniel Nelson's $10,263 note and John Dorsey's $40,000 note fully repaid by Nov 22.
Issued 10,700 shares to two vendors for $53,500 in services under private placements.

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

Signing Day Sports, Inc. faced acceleration on convertible notes of aggregate loans of $6,305,000 at 6% maturing October 15, 2024 as to the principal amount of $3,300,000; November 15, 2024 as to the principal amount of $1,205,000; and December 23, 2024 as to the principal.

Instrument: convertible notes
Principal: aggregate loans of $6,305,000
Rate: 6%
Maturity: October 15, 2024 as to the principal amount of $3,300,000; November 15, 2024 as to the principal amount of $1,205,000; and December 23, 2024 as to the principal
Event: acceleration

Exact text from the filing

lockup agreements with a number of accredited investors. Pursuant to the agreements, the Company issued the 6% Convertible Notes to 27 investors for aggregate loans of $6,305,000. Pursuant to a settlement notice issued to the holders of the 6% Convertible Notes to address possible claims with respect to the increase of the outstanding principal under the

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

Signing Day Sports, Inc. faced acceleration on loan of $2,350,000 at 8% maturing the earlier to occur of a Liquidity Event or the second anniversary of the initial closing date of the respective private placement (March 17, 2025 as to $1,500.

Instrument: loan
Principal: $2,350,000
Rate: 8%
Maturity: the earlier to occur of a Liquidity Event or the second anniversary of the initial closing date of the respective private placement (March 17, 2025 as to $1,500
Event: acceleration

Exact text from the filing

with 11 accredited investors pursuant to which the Company issued 11 8% unsecured promissory notes (the “8% Notes”). The total aggregate principal amount under the 8% Notes was $2,350,000. The 8% Notes carried interest at the annual rate of 8%. The amount outstanding under the 8% Notes was required to be repaid upon the earlier to occur of a Liquidity Event or the

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

Signing Day Sports, Inc. faced acceleration on convertible notes of aggregate loans of $1,465,000 at 8% maturing August 8, 2025.

Instrument: convertible notes
Principal: aggregate loans of $1,465,000
Rate: 8%
Maturity: August 8, 2025
Event: acceleration

Exact text from the filing

Convertible Notes”) with 15 accredited investors under subscription agreements. Pursuant to the agreements, the Company issued the 8% Convertible Notes for aggregate loans of $1,465,000. The 8% Convertible Notes carried interest at 8% annually. The 8% Convertible Notes carried interest at 8% annually. As amended, 8% Convertible Notes were due to mature on August

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Source: SEC EDGAR

accession 0001213900-23-089620

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