Stablecoin Development Corp (SDEV): debt financing — NovaBay raises $3M via convertible debt; anti-dilution triggers 7.9M additional shares

Stablecoin Development Corp

$3.3M aggregate principal convertible debentures with 10% OID, net $3.0M; conversion price $1.30 per share.
Existing warrants covering 1.65M shares amended: exercise price lowered from $6.30 to $1.50.
Series B and C preferred conversion price adjusted from $6.30 to $1.30, adding up to 7.86M shares issuable.
Stockholder approval needed within 60 days of closing; voting commitments from insiders obtained.
Proceeds for working capital; company restricted from issuing new equity for 90 days post-approval.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

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

Stablecoin Development Corp incurred convertible notes of $3.3 million aggregate principal amount with existing accredited institutional investors maturing eighteen (18) months from the date of issuance.

Instrument: convertible notes
Principal: $3.3 million aggregate principal amount
Counterparty: existing accredited institutional investors
Maturity: eighteen (18) months from the date of issuance
Event: incurrence

Exact text from the filing

of (i) $3.3 million aggregate principal amount of original issue discount senior secured convertible debentures due eighteen (18) months from the date of issuance

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

Stablecoin Development Corp entered into Securities Purchase Agreement with existing accredited institutional investors valued at $3.3 million aggregate principal amount (effective 2023-04-27).

Action: entry
Agreement: equity purchase
Counterparty: existing accredited institutional investors
Value: $3.3 million aggregate principal amount
Effective: 2023-04-27

Exact text from the filing

On April 27, 2023, NovaBay Pharmaceuticals, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with existing accredited institutional investors (the “Purchasers”) of the Company that provides for the issuance and sale in a private placement (the “Private Placement”) of (i) $3.3 million aggregate principal amount of original issue discount senior secured convertible debentures due eighteen (18) months from the date of issuance (the “Debentures”)

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Stablecoin Development Corp filing history →

Source: SEC EDGAR

accession 0001437749-23-011416

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