Pulse Biosciences cancels $65M+ debt via stock issuance to executive chairman at $6.51/share

PULSE BIOSCIENCES, INC.

Issues 10,022,937 shares to Robert W. Duggan at $6.51 (1%+ premium to $6.44 close) in private placement.
Cancels $65M principal plus ~$0.25M accrued interest; loan agreement terminates without fees.
Duggan's beneficial ownership increases from ~62% to ~69% post-closing; no warrants or placement fees.
Transaction expected to close on or about May 8, 2023, subject to customary conditions.
CEO says debt elimination strengthens balance sheet for developing nsPFA cardiac devices.

item 1.01 item 1.02 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

PULSE BIOSCIENCES, INC. terminated Loan Agreement with Robert W. Duggan valued at Cancellation of $65 million aggregate principal amount plus accrued interest; Loan Agreement termina (effective 2023-04-30).

Action: termination
Agreement: credit facility
Counterparty: Robert W. Duggan
Value: Cancellation of $65 million aggregate principal amount plus accrued interest; Loan Agreement termina
Effective: 2023-04-30

Exact text from the filing

Item 1.02 Termination of a Material Definitive Agreement. The description of the termination of the Loan Agreement set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02 in its entirety.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

PULSE BIOSCIENCES, INC. entered into Securities Purchase Agreement with Robert W. Duggan valued at 10,022,937 shares of common stock at $6.51 per share (effective 2023-04-30).

Action: entry
Agreement: equity purchase
Counterparty: Robert W. Duggan
Value: 10,022,937 shares of common stock at $6.51 per share
Effective: 2023-04-30

Exact text from the filing

On Sunday, April 30, 2023, Pulse Biosciences, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Robert W. Duggan (“Investor”), the Company’s Executive Chairman of the Board of Directors and majority stockholder of the Company.

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PULSE BIOSCIENCES, INC. filing history →

Source: SEC EDGAR

accession 0001437749-23-011888

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