8-Kfiled February 26, 2024, 6:59 PM ETticker ORBSCIK 0001892492
other materialconfidence highsentiment neutralmateriality 0.75
Eightco Holdings Inc. (ORBS): debt financing — Eightco raises ~$0.81M in private placement, repays Hudson Bay note early, CEO departs with $422k severance
Eightco Holdings Inc.
Private placement of 987,807 shares at $0.82/share for ~$0.81M gross proceeds.
Final repayment of Hudson Bay convertible note of $365,000 ahead of schedule.
CEO Brian McFadden resigned; severance of $422,500 plus accrued salary; remains director until March 31.
Kevin O'Donnell appointed Interim CEO; Brett Vroman continues as CFO via consulting at $10k/month.
Company issued shares for warrant buyout, consultant fees, and director compensation; total diluted shares ~8.9M.
Mr. McFadden shall remain a director of the Company’s board of directors (the “Board”) under the standard terms, conditions, and bylaws of the Company from the Separation Date through March 31, 2024, at which time Mr. McFadden shall resign from the Board.
Key facts
Extracted from this filing and checked against the source text.
Eightco Holdings Inc. incurred loan of $75,000 with entity controlled by the Company’s former Chief Executive Officer and a entity related to a former employee.
Instrument
loan
Principal
$75,000
Counterparty
entity controlled by the Company’s former Chief Executive Officer and a entity related to a former employee
Event
incurrence
Exact text from the filing
terms of the Series B Agreement as Lenders pursuant to Section 2.6 of the Series B Agreement. On February 26, 2024, the Subsequent Lenders advanced the Borrower an aggregate of $75,000 (together, “ Subsequent Lender Loans ”), which Subsequent Lender Loans are evidenced by promissory notes made by the Borrower in favor of the Subsequent Lenders (the “ Notes ”).
Brian McFadden resigned as Director at Eightco Holdings Inc..
Action
resigned
Role
Director
Exact text from the filing
Mr. McFadden shall remain a director of the Company’s board of directors (the “Board”) under the standard terms, conditions, and bylaws of the Company from the Separation Date through March 31, 2024, at which time Mr. McFadden shall resign from the Board.
Material AgreementsSEC 8-K Item 1.01/1.02confidence 0.9
Eightco Holdings Inc. entered into Purchase Agreement with certain investors valued at aggregate gross proceeds of approximately $0.81 million (effective 2024-02-26).
Action
entry
Agreement
equity purchase
Counterparty
certain investors
Value
aggregate gross proceeds of approximately $0.81 million
Effective
2024-02-26
Exact text from the filing
Eightco Holdings Inc. (the " Company ") entered into a Securities Purchase Agreement (the " Purchase Agreement ") with certain investors (the " Investors "), pursuant to which the Company has agreed to sell to the Investors an aggregate of 987,807 shares
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