REMARK HOLDINGS, INC.: debt financing — Remark Holdings raises $2.5M via convertible debentures, restructures Mudrick loan

REMARK HOLDINGS, INC.

Issued two convertible subordinated debentures to Ionic Ventures; aggregate purchase price $2.5M, principal $2.778M, 10% interest.
Conversion price is lower of 80% of VWAP floor or $1.40 fixed, subject to full ratchet anti-dilution; floor at $0.20.
Entered note purchase agreement with Mudrick Capital; new notes at 20.5% interest, due Oct 31, 2023, $750K extension fee added to principal.
Debentures auto-convert upon registration effectiveness or after 181 days; registration rights require filing within 15 days of 10-K.

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

REMARK HOLDINGS, INC. incurred convertible notes of aggregate principal amount of $2,778,000 with Ionic Ventures, LLC at 10% per annum.

Instrument: convertible notes
Principal: aggregate principal amount of $2,778,000
Counterparty: Ionic Ventures, LLC
Rate: 10% per annum
Event: incurrence

Exact text from the filing

On March 14, 2023, Remark Holdings, Inc. (“Remark,” “we,” “us” or “our”) entered into a debenture purchase agreement (the “Debenture Purchase Agreement”) with Ionic Ventures, LLC (“Ionic”), pursuant to which we authorized the issuance and sale of two convertible subordinated debentures in the aggregate principal amount of $2,778,000

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Source: SEC EDGAR

accession 0001368365-23-000016

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