ASP Isotopes Inc. (ASPI): debt financing — ASP Isotopes subsidiary QLE raises ~$64.3M via convertible notes at 8% interest, existing 2024 notes auto-convert

ASP Isotopes Inc.

QLE issued ~$64.3M in 8% convertible notes due Nov 2030; proceeds for laser enrichment facilities.
Existing March & June 2024 QLE convertible notes (~$147.7M principal) auto-convert into new notes.
ASPI is not a guarantor; notes are unsecured and subordinate to bank debt, with no prepayment allowed.
Conversion triggers include IPO/SPAC/direct listing (80% discount), Next Equity Financing ($20M+), or change of control (1.5x principal).
Valuation cap is $400M plus offering proceeds; Canaccord Genuity and Ocean Wall acted as placement agents (6% commission).

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

ASP Isotopes Inc. incurred convertible notes of $64.3 million with certain institutional and individual investors at 8.0% per annum maturing five-year anniversary of the initial closing.

Instrument: convertible notes
Principal: $64.3 million
Counterparty: certain institutional and individual investors
Rate: 8.0% per annum
Maturity: five-year anniversary of the initial closing
Event: incurrence

Exact text from the filing

investors who are not a person in the United States or a U.S. Person (within the meaning of Rule 902(k) of Regulation S promulgated under the Securities Act) for approximately $64.3 million of QLE 2025 Notes. The initial closing of the offering is expected to be on or about November 17 or 18, 2025, subject to satisfaction of customary closing conditions, and at such

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Source: SEC EDGAR

accession 0001477932-25-008327

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