Amergent closes $2.5M private placement of preferred units; creates Series B Convertible Preferred

Amergent Hospitality Group Inc.

Sold 125 units at $20,000 each for $2.5M gross; each unit includes Series A Preferred share and warrant for 10,000 common shares.
Warrants exercisable at $1.00/share for 10 years; subject to 4.99% beneficial ownership cap.
Authorized up to 400 shares of Series B Preferred, stated value $20,000, convertible at $0.50/share, 12% cumulative dividend.
Net proceeds to be used for acquisition of Boudreaux's Cajun Kitchen and future growth initiatives.
Series B Preferred redeemable at increasing prices: $25,000 (2023), $30,000 (2024), $35,000 (2025) per share plus accrued dividends.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Amergent Hospitality Group Inc.: Filed a Certificate of Designation for Series B Convertible Preferred Stock, specifying its terms as part of the Certificate of Incorporation (effective 2023-02-01).

Change: charter amendment
Effective: 2023-02-01

Exact text from the filing

On February 1, 2023, Amergent filed a Certificate of Designation of the Preferences, Rights and Limitations Series B Convertible Preferred Stock (“Certificate”) with the Secretary of State of Delaware, which becomes effective upon filing.

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

Amergent Hospitality Group Inc. entered into Securities Purchase Agreement with certain accredited investors valued at $2,500,000 (effective 2023-01-26).

Action: entry
Agreement: equity purchase
Counterparty: certain accredited investors
Value: $2,500,000
Effective: 2023-01-26

Exact text from the filing

On January 26, 2023, Amergent Hospitality Group Inc. (“Amergent or the “company”) closed, pursuant to a Securities Purchase Agreement with certain accredited investors, on the sale in a private offering of 125 units (“Units”), each Unit comprised of one share of Series A Convertible Preferred Stock (“Series A Preferred”) and a warrant (“Warrant”) to purchase up to 10,000 shares of common stock, $0.0001 par value, of the company, for aggregate gross proceeds of $2,500,000.

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Source: SEC EDGAR

accession 0001493152-23-003340

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