Odyssey Semiconductor Technologies, Inc.: debt financing — Odyssey Semiconductor issues $434K in secured convertible notes to Chairman's trust

Odyssey Semiconductor Technologies, Inc.

Two secured convertible promissory notes totaling $434,000 issued to Nina and John Edmunds 1998 Family Trust (Chairman John Edmunds is trustee).
Notes bear 10% annual interest payable in common stock; mature June 30, 2025; secured by all company assets.
Conversion price at 80% of a future financing event price or 20-day VWAP; notes rank senior to all debt except earlier insider notes.
Prior insider notes total over $3M (to chairman, CEO, and others); new notes include most-favored-nation clause.

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

Odyssey Semiconductor Technologies, Inc. incurred convertible notes of $250,000 and $184,000 with Nina and John Edmunds 1998 Family Trust at ten percent (10%) per annum maturing the earlier of (i) the date upon which the Promissory Note is converted into equity securities of the Company, or (ii) June 30, 2025.

Instrument: convertible notes
Principal: $250,000 and $184,000
Counterparty: Nina and John Edmunds 1998 Family Trust
Rate: ten percent (10%) per annum
Maturity: the earlier of (i) the date upon which the Promissory Note is converted into equity securities of the Company, or (ii) June 30, 2025
Event: incurrence

Exact text from the filing

On March 14, 2024, Odyssey Semiconductor Technologies, Inc. (the “Company”) issued a secured convertible promissory note in the amount of $250,000 and a secured convertible promissory note in the amount of $184,000 (the “Promissory Notes”), respectively, to the Nina and John Edmunds 1998 Family Trust dated January 27, 1998 (the “Edmunds Trust”), of which the Company’s Chairman, John Edmunds, is the trustee.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Odyssey Semiconductor Technologies, Inc. entered into Promissory Notes with Nina and John Edmunds 1998 Family Trust valued at a secured convertible promissory note in the amount of $250,000 and a secured convertible promissory (effective 2024-03-14).

Action: entry
Agreement: notes offering
Counterparty: Nina and John Edmunds 1998 Family Trust
Value: a secured convertible promissory note in the amount of $250,000 and a secured convertible promissory
Effective: 2024-03-14

Exact text from the filing

On March 14, 2024, Odyssey Semiconductor Technologies, Inc. (the “Company”) issued a secured convertible promissory note in the amount of $250,000 and a secured convertible promissory note in the amount of $184,000 (the “Promissory Notes”), respectively, to the Nina and John Edmunds 1998 Family Trust dated January 27, 1998 (the “Edmunds Trust”), of which the Company’s Chairman, John Edmunds, is the trustee.

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Source: SEC EDGAR

accession 0001437749-24-007716

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