Trailblazer Merger Corp I amends sponsor note: principal converts to preferred at 300% if deal closes

Trailblazer Merger Corp I

Principal balance now due later of Sep 15, 2025 or closing of initial business combination (previously due earlier).
Upon business combination close, outstanding principal automatically converts into preferred stock with total stated value equal to 300% of principal.
100% of principal converts into Series B preferred; remaining 200% into Series C preferred with conversion price based on $42M valuation cap.
Amendment dated Dec 4, 2025 to Second Amended and Restated Promissory Note with Trailblazer Sponsor Group (Payee).

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

Trailblazer Merger Corp I incurred loan of principal balance of the Note with Trailblazer Sponsor Group, LLC maturing September 15, 2025 or the closing of Maker's initial business combination.

Instrument: loan
Principal: principal balance of the Note
Counterparty: Trailblazer Sponsor Group, LLC
Maturity: September 15, 2025 or the closing of Maker's initial business combination
Event: incurrence

Exact text from the filing

On December 4, 2025 the parties thereto entered into an amendment (the “Amendment”) to that certain Second Amended and Restated Promissory Note, dated as of July 29, 2025, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC.

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Source: SEC EDGAR

accession 0001213900-25-119751

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