Fold issues $46.3M convertible note at $12.50/share, secured by 500 bitcoin

Fold Holdings, Inc.

Convertible note of $46.3M to SATS Credit Fund LP, conversion price $12.50, maturity March 2030.
Note pays 7% interest quarterly in common stock; no cash payments; secured by 500 bitcoin.
Warrant for 925,590 shares at $15.00 exercise price; 750,000 shares and 25 bitcoin issued as upfront consideration.
Automatic conversion triggers at share price thresholds from $15 to $40; full conversion at $40.
Investor is affiliate of chairman Jonathan Kirkwood; he recused from board approval.

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