8-K
filed March 9, 2026, 7:59 PM ET
CIK 0001883984
other material
confidence high
sentiment negative
materiality 0.65
Alternus Clean Energy, Inc.: debt financing — Alternus Clean Energy raises $1M via 20% OID notes; issues 5,775 Series C shares at $0.10 conversion
Alternus Clean Energy, Inc.
- Issued $1.25M principal secured notes with 20% OID; net proceeds $1M in tranches tied to Nasdaq listing and 2025 audit.
- Issued 5,775 shares of Series C Convertible Preferred Stock (value $1,000/share) convertible at $0.10 after one year.
- Settled $2.75M in promissory notes with 2,750 Series C shares and $1.2M payable with 400 Series C shares.
- Series C anti-dilution: conversion price reduces to lowest per-share price in any dilutive issuance through Dec 2028.
- Series C holders capped at 19.99% beneficial ownership; monthly resale limited to prior month's average daily volume.
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
Alternus Clean Energy, Inc. incurred senior notes of $1,250,000 with certain investors (the "Purchasers") at 20% original issue discount. No interest shall accrue on the Notes. maturing upon the earlier of i) six months from the Issue Date, or ii) the date on which proceeds from a capital raise equals or exceeds $5,000,000.
- Instrument
- senior notes
- Principal
- $1,250,000
- Counterparty
- certain investors (the "Purchasers")
- Rate
- 20% original issue discount. No interest shall accrue on the Notes.
- Maturity
- upon the earlier of i) six months from the Issue Date, or ii) the date on which proceeds from a capital raise equals or exceeds $5,000,000
- Event
- incurrence
Exact text from the filing
Alt Alliance LLC (“AltA”), sold in a private placement (the “Offering”), unsecured 20% original issue discount secured promissory notes with an aggregate principal amount of $1,250,000 (the “Notes”). The Subscription Agreements also provide for the issuance of an aggregate of 2,625 shares of the Company’s Series C Convertible Preferred Stock, convertible into
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Alternus Clean Energy, Inc. issued 2,750 shares of Series C Convertible Preferred Stock of preferred stock to existing third party accredited debt holders for total repayment for, and the cancellation of, outstanding promissory notes in the aggregate amount of $2,750,000.
- Security
- preferred stock
- Shares
- 2,750 shares of Series C Convertible Preferred Stock
- Purchaser
- existing third party accredited debt holders
- Consideration
- total repayment for, and the cancellation of, outstanding promissory notes in the aggregate amount of $2,750,000
Exact text from the filing
the Company settled with two existing third party accredited debt holders, pursuant to which the Company issued (i) 2,750 shares of Series C Convertible Preferred Stock as total repayment for, and the cancellation of, outstanding promissory notes in the aggregate amount of $2,750,000
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Alternus Clean Energy, Inc. issued 400 shares of Series C Convertible Preferred Stock of preferred stock to existing third party accredited debt holders for total repayment for, and cancellation of, an outstanding payable in the amount of $1,200,000.
- Security
- preferred stock
- Shares
- 400 shares of Series C Convertible Preferred Stock
- Purchaser
- existing third party accredited debt holders
- Consideration
- total repayment for, and cancellation of, an outstanding payable in the amount of $1,200,000
Exact text from the filing
(ii) 400 shares of Series C Convertible Preferred Stock as total repayment for, and cancellation of, an outstanding payable in the amount of $1,200,000
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Alternus Clean Energy, Inc. issued convertible note to certain investors (the "Purchasers") for $1,000,000 gross proceeds.
- Security
- convertible note
- Purchaser
- certain investors (the "Purchasers")
- Consideration
- $1,000,000 gross proceeds
Exact text from the filing
par value $0.0001 per share (the “Shares”) to the Purchasers. The transaction closed on March 3, 2026 (the “Closing Date”). The aggregate gross proceeds to the Company were $1,000,000, $600,000 of such proceeds were transferred on the Closing Date and the remaining amount will be transferred to the Company in two tranches: the first tranche upon the Company’s
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Alternus Clean Energy, Inc. issued 2,625 shares of the Company’s Series C Convertible Preferred Stock of preferred stock to certain investors (the "Purchasers").
- Security
- preferred stock
- Shares
- 2,625 shares of the Company’s Series C Convertible Preferred Stock
- Purchaser
- certain investors (the "Purchasers")
Exact text from the filing
The Subscription Agreements also provide for the issuance of an aggregate of 2,625 shares of the Company’s Series C Convertible Preferred Stock, convertible into the Company’s common stock, par value $0.0001 per share (the “Shares”) to the Purchasers.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Alternus Clean Energy, Inc.: Established Series C Convertible Preferred Stock through filing of Certificate of Designation with Delaware Secretary of State (effective 2026-03-03).
- Change
- charter amendment
- Effective
- 2026-03-03
Exact text from the filing
On March 3, 2026, the board of directors (the “Board”) of the Company declared the formation of an aggregate of up to 12,000 shares of Series C Convertible Preferred Stock, par value $0.0001 per share (“Series C”). The Company has filed a certificate of designation (the “Certificate of Designation”) with the Secretary of State of the State of Delaware therein establishing the Series C Convertible Preferred Stock and describing the rights, obligations and privileges of the Series C.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Alternus Clean Energy, Inc. entered into Subscription Agreements with certain investors (the "Purchasers") valued at aggregate gross proceeds to the Company were $1,000,000 (effective 2026-03-03).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- certain investors (the "Purchasers")
- Value
- aggregate gross proceeds to the Company were $1,000,000
- Effective
- 2026-03-03
Exact text from the filing
On March 3, 2026, Alternus Clean Energy, Inc., a Delaware corporation (the “Company”) entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “Purchasers”)
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Alternus Clean Energy, Inc. entered into unsecured 20% original issue discount secured promissory notes with certain investors (the "Purchasers") valued at aggregate principal amount of $1,250,000 (effective 2026-03-03).
- Action
- entry
- Agreement
- notes offering
- Counterparty
- certain investors (the "Purchasers")
- Value
- aggregate principal amount of $1,250,000
- Effective
- 2026-03-03
Exact text from the filing
sold in a private placement (the “Offering”), unsecured 20% original issue discount secured promissory notes with an aggregate principal amount of $1,250,000 (the “Notes”)
View on SEC.gov
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