---
schema_version: "secwatch.filing_event.v1"
accession: "0001393905-23-000314"
form_type: "8-K"
ticker: null
cik: "0001575659"
company_name: "Rapid Therapeutic Science Laboratories, Inc."
filed_at: "2023-08-23T23:59:59+00:00"
generated_at: "2026-06-11T04:48:07.989105+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# RTSL extends $2.35M convertible debt to Dec 2023, issues 5M warrants at $0.01

## Summary
- Amended two convertible debentures totaling $2,352,940; maturity extended to earliest of qualified offering, exchange listing, or Dec 31, 2023.
- Conversion price set at 65% of lowest 10-day VWAP; existing warrants repriced to $0.01/share, extended to Aug 2028.
- Issued new warrants for 5,000,000 shares at $0.01 with 5.5-year term expiring Feb 2029; full mutual release of all past claims.
- Company had been in continuous default since Sep 2022; all prior defaults waived under the agreement.
- Potential dilution includes 582,354 shares from existing warrants plus 5M from new warrants, all at $0.01.

## SEC filing metadata
- accession: 0001393905-23-000314
- form_type: 8-K
- cik: 0001575659
- company_name: Rapid Therapeutic Science Laboratories, Inc.
- filed_at: 2023-08-23T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1575659/000139390523000314/0001393905-23-000314-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1575659/000139390523000314/rtsl-20230822.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001393905-23-000314
- JSON: https://secwatch.observer/filing/0001393905-23-000314.json
- Plain text: https://secwatch.observer/filing/0001393905-23-000314.txt

## Key facts
- Debt Financings
  Rapid Therapeutic Science Laboratories, Inc. amended convertible notes of $1,941,176 with an accredited investor maturing no later than December 31, 2023.
  - Instrument: convertible notes
  - Principal: $1,941,176
  - Counterparty: an accredited investor
  - Maturity: no later than December 31, 2023
  - Event: amendment
  source text: (the “ Company ”, “ we ” or “ us ”), entered into a Second Amendment, Waiver and Purchase Agreement (the “Agreement”) with an accredited investor (the “ Purchaser ”), pursuant to which the Company amended the terms and extended the maturity of the following obligations: (i) Convertible Debenture payable to the Purchaser, dated August 1, 2021, in the total amount of $1,941,176; and (ii) Convertible Debenture payable to the Purchaser, dated May 31, 2022, in the total amount of $411,764, both of which are past due the current maturity date, until no later than December 31, 2023 (collectively, the “ Debentures ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1575659/000139390523000314/0001393905-23-000314-index.htm
- Debt Financings
  Rapid Therapeutic Science Laboratories, Inc. amended convertible notes of $411,764 with an accredited investor maturing no later than December 31, 2023.
  - Instrument: convertible notes
  - Principal: $411,764
  - Counterparty: an accredited investor
  - Maturity: no later than December 31, 2023
  - Event: amendment
  source text: (the “ Company ”, “ we ” or “ us ”), entered into a Second Amendment, Waiver and Purchase Agreement (the “Agreement”) with an accredited investor (the “ Purchaser ”), pursuant to which the Company amended the terms and extended the maturity of the following obligations: (i) Convertible Debenture payable to the Purchaser, dated August 1, 2021, in the total amount of $1,941,176; and (ii) Convertible Debenture payable to the Purchaser, dated May 31, 2022, in the total amount of $411,764, both of which are past due the current maturity date, until no later than December 31, 2023 (collectively, the “ Debentures ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1575659/000139390523000314/0001393905-23-000314-index.htm
- Material Agreements
  Rapid Therapeutic Science Laboratories, Inc. amended Second Amendment, Waiver and Purchase Agreement with an accredited investor valued at $2,352,940 (effective 2023-08-22).
  - Action: amendment
  - Agreement: equity purchase
  - Counterparty: an accredited investor
  - Value: $2,352,940
  - Effective: 2023-08-22
  source text: On August 22, 2023, Rapid Therapeutic Science Laboratories, Inc. (the “ Company ”, “ we ” or “ us ”), entered into a Second Amendment, Waiver and Purchase Agreement (the “Agreement”) with an accredited investor (the “ Purchaser ”), pursuant to which the Company amended the terms and extended the maturity of the following obligations: (i) Convertible Debenture payable to the Purchaser, dated August 1, 2021, in the total amount of $1,941,176; and (ii) Convertible Debenture payable to the Purchaser, dated May 31, 2022, in the total amount of $411,764, both of which are past due the current maturity date, until no later than December 31, 2023 (collectively, the “ Debentures ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1575659/000139390523000314/0001393905-23-000314-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.