Hempacco Co., Inc.: Nasdaq/NYSE listing notice — Hempacco raises ~$697k via convertible note; receives Nasdaq delisting notice for missing annual meeting

Hempacco Co., Inc.

Issued $774,444 convertible note to Mast Hill Fund for net proceeds of $627,742 after fees.
Issued warrants for 335,591 shares at $1.50 exercise price and 77,441 commitment shares.
Note matures in 12 months; monthly amortization of ~$129k begins 4 months after closing.
Received Nasdaq notice for failure to hold annual meeting within 12 months of FY2022 year-end; 45 days to submit compliance plan.
Proceeds allocated first to purchase order #213420187, then to business development and operating capital.

item 1.01 item 2.03 item 3.01 item 3.02 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

Hempacco Co., Inc. incurred convertible notes of $774,444.44 with Mast Hill Fund, L.P. at 10% per annum maturing 12 months following the issue date.

Instrument: convertible notes
Principal: $774,444.44
Counterparty: Mast Hill Fund, L.P.
Rate: 10% per annum
Maturity: 12 months following the issue date
Event: incurrence

Exact text from the filing

Additional Tranche of Funding On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”).

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Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

Hempacco Co., Inc. received a nasdaq noncompliance notice notice regarding other (rules 5620(a), 5810(c)(2)(G)).

Exchange: nasdaq
Notice: noncompliance notice
Rules: 5620(a), 5810(c)(2)(G)

Exact text from the filing

January 9, 2024, the Company received a written notice (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market (“ Nasdaq ”) indicating that the Company is not in compliance with Nasdaq’s annual meeting requirement as set forth in Listing Rules 5620(a) and 5810(c)(2)(G) (the “ Annual Meeting Requirement ”). The Notice does not result in the immediate delisting of the Company’s common stock from The Nasdaq Capital Market. The Nasdaq listing rules require the Company to have an annual meeting of shareholders within twelve months of end of the Company’s fiscal year e

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

Hempacco Co., Inc. entered into Registration Rights Agreement with Mast Hill Fund, L.P. valued at Company to file registration statement within 90 days, effective within 120 days (effective 2024-01-09).

Action: entry
Counterparty: Mast Hill Fund, L.P.
Value: Company to file registration statement within 90 days, effective within 120 days
Effective: 2024-01-09

Exact text from the filing

Additional Tranche of Funding On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Hempacco Co., Inc. entered into Securities Purchase Agreement with Mast Hill Fund, L.P. valued at $774,444.44 principal amount of convertible promissory note, warrants to purchase 335,591 shares, 77 (effective 2024-01-09).

Action: entry
Agreement: equity purchase
Counterparty: Mast Hill Fund, L.P.
Value: $774,444.44 principal amount of convertible promissory note, warrants to purchase 335,591 shares, 77
Effective: 2024-01-09

Exact text from the filing

On January 9, 2024, the Company entered into its final securities purchase agreement (the “ SPA ”) as part of the Financing Transactions (for its third transaction with Mast Hill), and the Company sold to Mast Hill Fund, L.P., a Delaware limited partnership (“ Mast Hill ”), (i) a convertible promissory note in the principal amount of $774,444.44 (the “ Note ”), (ii) warrants to purchase 335,591 shares of Common Stock (the “ Warrants ”), and (iii) 77,441 shares of Common Stock (the “ Shares ”), for an aggregate purchase price of $696,999.99 (the “ Third Mast Hill Transaction ”), and the Company granted Mast Hill certain registration rights pursuant to a registration rights agreement with Mast Hill (the “ RRA ”).

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283 debt financings filed in the last 30 days. Browse all debt financings →

Source: SEC EDGAR

accession 0001477932-24-000155

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